0001104659-03-025882 Sample Contracts

AGREEMENT AND PLAN OF MERGER AMONG GENERAL ELECTRIC COMPANY, PATRIOT HFS, INC. and HPSC, INC. DATED AS OF NOVEMBER 12, 2003
Merger Agreement • November 12th, 2003 • HPSC Inc • Finance lessors • Delaware

AGREEMENT AND PLAN OF MERGER, dated as of November 12, 2003 (this “Agreement”), among General Electric Company, a New York corporation (“Parent”), Patriot HFS, Inc., a Delaware corporation (“Merger Sub”) and a wholly owned subsidiary of Parent, and HPSC, Inc., a Delaware corporation (the “Company” and, together with Merger Sub, the “Constituent Corporations”).

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VOTING AGREEMENT
Voting Agreement • November 12th, 2003 • HPSC Inc • Finance lessors • Delaware

This Voting Agreement (this “Agreement”) is made and entered into on November 12, 2003, by and among General Electric Company, a New York corporation (“Parent”), and the stockholders of HPSC, Inc., a Delaware corporation (the “Company”), whose names appear on Schedule A hereto (each a “Stockholder” and collectively, the “Stockholders”).

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