0001144204-05-013772 Sample Contracts

RECITALS
Agreement and Plan of Merger • May 3rd, 2005 • Marketshare Recovery Inc • Wholesale-miscellaneous nondurable goods • Delaware
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MARKETSHARE RECOVERY AND BIOMETRX TECHNOLOGIES, INC. SIGN DEFINITIVE MERGER AGREEMENT. Melville, N.Y., May 2, 2005 - MarketShare Recovery, Inc., (OTC BB:MKSH.OB) and bioMETRX Technologies, Inc. ("bioMETRX") of Jericho, New York, have signed a...
Merger Agreement • May 3rd, 2005 • Marketshare Recovery Inc • Wholesale-miscellaneous nondurable goods

Melville, N.Y., May 2, 2005 - MarketShare Recovery, Inc., (OTC BB:MKSH.OB) and bioMETRX Technologies, Inc. ("bioMETRX") of Jericho, New York, have signed a definitive agreement to combine in a merger transaction. Organized in 2001, bioMETRX is currently privately held biometrics-based development company of consumer home security products. Following completion of the merger, expected to close in the second quarter of 2005, and subject to compliance with applicable SEC rules, MarketShare plans to change its name to bioMETRX, Inc. and will be headquartered in Jericho, NY. When the corporate name change occurs, the company will ask the OTCBB to change its trading symbol. Pending such change, MarketShare will continue to trade under the symbol "MKSH."

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