AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • April 11th, 2007 • Shea Development Corp. • Services-prepackaged software • New York
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of April 4, 2007, by and among Shea Development Corp., a Nevada corporation (“Parent”), Shea Development Acquisition No. 2 Corp., a Nevada corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), Riptide Software, Inc., a Florida corporation (the “Company”), and certain holders of the majority of the outstanding capital stock of the Company, as listed on Schedule 1 hereto (“Certain Company Shareholders”). Holders of capital stock of the Company are collectively referred to herein as the “Company Shareholders,” and individually as a “Company Shareholder”. Capitalized terms used and not otherwise defined herein have the meanings set forth in Article 10.
