ACQUISITION OF DAMAGE ASSESSMENT TECHNOLOGIES, INC by MATERIAL TECHNOLOGIES, INC AGREEMENT AND PLAN OF ACQUISITIONAcquisition Agreement • May 4th, 2007 • Material Technologies Inc /Ca/ • Industrial instruments for measurement, display, and control • Delaware
This Agreement and Plan of Acquisition (“Agreement”) is entered into by and between Damage Assessment Technologies, Inc, a Florida corporation (“DATI”), UTEK CORPORATION, a Delaware corporation (“UTEK”), and Material Technologies, Inc, a Delaware corporation (“MTNA”). WHEREAS, UTEK owns 100% of the issued and outstanding shares of common stock of DATI (“DATI Shares”); WHEREAS, before the Closing Date, DATI will acquire the license for the fields of use as described in the License Agreement which is attached hereto as part of Exhibit A and made a part of this Agreement and the rights to develop and market a patented and proprietary technology for the fields of uses specified in the License Agreement (Technology); WHEREAS, the parties desire to provide for the terms and conditions upon which DATI will be acquired by MTNA in a stock‑for‑stock exchange (“Acquisition”) in accordance with the respective corporation laws of their state, upon consummation of which all DATI Shares will
