EXECUTION VERSION] AGREEMENT AND PLAN OF BUSINESS COMBINATION by and among SPECTRAL CAPITAL CORPORATION SPECTRAL QDA HOLDINGS, INC. CRWDUNIT, INC. and CROWDPOINT TECHNOLOGIES, INC., AS THE SECURITY HOLDER REPRESENTATIVE Dated as of December 10, 2024Agreement and Plan of Business Combination • December 11th, 2024 • SPECTRAL CAPITAL Corp • Services-computer processing & data preparation • Delaware
THIS AGREEMENT AND PLAN OF BUSINESS COMBINATION (this “Agreement”), dated as of December 10, 2024, is entered into by and among Spectral Capital Corporation., a Nevada corporation ( “Spectral” or the “Company”), Spectral QDA Holdings, Inc., a Delaware corporation and a wholly-owned subsidiary of Company (the “QDA Holdings” or “Merger Sub”), crwdunit, inc. a Delaware corporation (“crwdunit” or “Target”) and CrowdPoint Technologies, Inc., a Texas corporation (“Securityholder Representative”) and together the Parties.
