AGREEMENT AND PLAN OF MERGER dated as of June 28, 2007 by and among infoUSA Inc., Knickerbocker Acquisition Corp. and Guideline, Inc.Merger Agreement • July 5th, 2007 • Guideline, Inc. • Services-engineering, accounting, research, management • New York
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of June 28, 2007, is entered into by and among infoUSA Inc., a Delaware corporation (“Parent”), Knickerbocker Acquisition Corp., a New York corporation and a wholly-owned subsidiary of Parent (“Purchaser”), and Guideline, Inc., a New York corporation (the “Company”).
SEPARATION, RESTRICTIVE COVENANTS AND RELEASE AGREEMENTSeparation Agreement • July 5th, 2007 • Guideline, Inc. • Services-engineering, accounting, research, management • New York
This SEPARATION, RESTRICTIVE COVENANTS AND RELEASE AGREEMENT (the “Agreement”) is made and entered into as of June 28, 2007, by and between infoUSA, Inc., a Delaware corporation (“infoUSA”), Guideline, Inc. a New York corporation (“Guideline”), and Peter Stone, an individual (“Stone”).
EMPLOYMENT AGREEMENTEmployment Agreement • July 5th, 2007 • Guideline, Inc. • Services-engineering, accounting, research, management • New York
This Employment Agreement (this “Agreement”), is made and entered into as of June 29, 2007, by and between Guideline, Inc., a New York corporation (“Company”), and Marc Litvinoff (“Employee”).
SEPARATION, RESTRICTIVE COVENANTS AND RELEASE AGREEMENTSeparation Agreement • July 5th, 2007 • Guideline, Inc. • Services-engineering, accounting, research, management • New York
This SEPARATION, RESTRICTIVE COVENANTS AND RELEASE AGREEMENT (the “Agreement”) is made and entered into as of June 28, 2007, by and between infoUSA, Inc., a Delaware corporation (“infoUSA”), Guideline, Inc. a New York corporation (“Guideline”), and David Walke, an individual (“Walke”).
