AGREEMENT AND PLAN OF MERGER by and among AMBION, INC., APPLERA CORPORATION, AMBION ACQUISITION CORP. and MATTHEW M. WINKLER, in his capacity as Representative Dated as of December 24, 2005Merger Agreement • February 7th, 2006 • Applera Corp • Laboratory analytical instruments • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of December 24, 2005, is made by and among Ambion, Inc., a Delaware corporation (the “Company”), Applera Corporation, a Delaware corporation (“Parent”), Ambion Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Subsidiary”), and Matthew M. Winkler, in his capacity as Representative (as hereinafter defined).
APPLERA CORPORATION/APPLIED BIOSYSTEMS GROUP AMENDED AND RESTATED 1999 STOCK INCENTIVE PLAN FORM OF RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • February 7th, 2006 • Applera Corp • Laboratory analytical instruments • Delaware
RESTRICTED STOCK UNIT AWARD AGREEMENT dated as of [Grant Date], by and between Applera Corporation, a Delaware corporation (the “Company”), and [Name], a regular salaried employee of the Company or one of its subsidiaries (“you”).
