AGREEMENT AND PLAN OF MERGER, DATED AS OF OCTOBER 26, 2007 AMONG AVIATION UPGRADE TECHNOLOGIES, INC., a Nevada corporation, ONCOVISTA ACQUISITION CORP., a Delaware corporation and ONCOVISTA, INC., a Delaware corporationAgreement and Plan of Merger • October 29th, 2007 • Aviation Upgrade Technologies Inc • Motor vehicle parts & accessories • Delaware
Contract Type FiledOctober 29th, 2007 Company Industry JurisdictionAGREEMENT AND PLAN OF MERGER, dated as of October 26, 2007 (the “Agreement”), among AVIATION UPGRADE TECHNOLOGIES, INC., a Nevada corporation with executive offices located at 14785 Omicron Drive, Suite 104, San Antonio, Texas 78245 (“AVUG”), ONCOVISTA ACQUISITION CORP., a Delaware corporation and a wholly-owned subsidiary of AVUG with executive offices located at 14785 Omicron Drive, Suite 104, San Antonio, Texas 78245 (“Acquisition”), and ONCOVISTA, INC., a Delaware corporation with executive offices located at 14785 Omicron Drive, Suite 104, San Antonio, Texas 78245 (“OncoVista”). OncoVista, in its capacity as the surviving corporation, is hereinafter sometimes referred to as the “Surviving Corporation,” and Acquisition and OncoVista are hereinafter sometimes referred to as the “Constituent Corporations”.