0001144204-10-017482 Sample Contracts

AGREEMENT AND PLAN OF MERGER BY AND AMONG BACK BAY TECHNOLOGIES, INC. PLANET ZANETT, INC. PLANET ZANETT MERGER SUB BBT, INC. and THE SHAREHOLDERS OF BACK BAY TECHNOLOGIES, INC. Dated as of December 7, 2001
Merger Agreement • March 31st, 2010 • Zanett Inc • Services-business services, nec • New York

THIS AGREEMENT AND PLAN OF MERGER (this “AGREEMENT”) is entered into as of December 7, 2001, among BACK BAY TECHNOLOGIES, INC., a Delaware corporation (“BBT”), PLANET ZANETT, INC., a Delaware corporation (“PARENT”), PLANET ZANETT MERGER SUB BBT, INC., a Delaware corporation and a wholly-owned subsidiary of Parent (“MERGER SUB”) and the shareholders of BBT identified on the signature page(s) hereto (each, a “BBT SHAREHOLDER” and collectively, the “BBT SHAREHOLDERS”).

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AGREEMENT AND PLAN OF MERGER BY AND AMONG DELTADATA, INC. (d/b/a DELTA COMMUNICATIONS GROUP) ZANETT, INC. ZANETT MERGER SUB DCG, INC. and THE MAJORITY SHAREHOLDER OF DELTADATA, INC. Dated as of November 30, 2003
Merger Agreement • March 31st, 2010 • Zanett Inc • Services-business services, nec • Delaware

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of November 30, 2003, by and among DELTADATA, INC. a California corporation doing business under the name DELTA COMMUNICATIONS GROUP (“DCG”), ZANETT, INC., a Delaware corporation (“Parent”), ZANETT MERGER SUB DCG, INC., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and Howard Norton, an individual residing in the State of California and owner of a majority of the outstanding capital stock of DCG (the “Majority DCG Shareholder”).

STOCK PURCHASE AGREEMENT BY AND AMONG WHITBREAD TECHNOLOGY PARTNERS, INC. ZANETT, INC. and JOEL D’ARCY Dated as of March 1, 2005
Stock Purchase Agreement • March 31st, 2010 • Zanett Inc • Services-business services, nec • Delaware

THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of March 1, 2005, by and among WHITBREAD TECHNOLOGY PARTNERS, INC., a Massachusetts corporation (“Whitbread”), ZANETT, INC., a Delaware corporation (“Buyer”), and Joel D’Arcy, an individual residing in the State of New Hampshire and owner of all of the outstanding capital stock of Whitbread (the “Seller”).

AGREEMENT AND PLAN OF MERGER BY AND AMONG BRANDYWINE COMPUTER GROUP, INC. PLANET ZANETT, INC. PLANET ZANETT MERGER SUB BCG, INC. and THE SHAREHOLDERS OF BRANDYWINE COMPUTER GROUP, INC. Dated as of May 31, 2002
Merger Agreement • March 31st, 2010 • Zanett Inc • Services-business services, nec • New York

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of May 31, 2002, among BRANDYWINE COMPUTER GROUP, INC., an Ohio corporation (“BCG”), PLANET ZANETT, INC., a Delaware corporation (“Parent”), PLANET ZANETT MERGER SUB BCG, INC., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and the shareholders of BCG identified on the signature page(s) hereto (each, a “BCG Shareholder” and, together, the “BCG Shareholders”).

AGREEMENT AND PLAN OF MERGER BY AND AMONG PARAGON DYNAMICS, INC. ZANETT, INC. ZANETT INC. MERGER SUB PDI, INC. and THE SHAREHOLDERS OF PARAGON DYNAMICS, INC. Dated as of January 31, 2003
Merger Agreement • March 31st, 2010 • Zanett Inc • Services-business services, nec • New York

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of January 31, 2003, among PARAGON DYNAMICS, INC., a Colorado corporation (“PDI”), ZANETT, INC., a Delaware corporation (“Parent”), ZANETT INC. MERGER SUB PDI, INC., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and the shareholders of PDI identified on the signature page(s) hereto (each, a “PDI Shareholder” and, together, the “PDI Shareholders”).

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