THIRD AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER by and among DATARAM CORPORATION, DATARAM ACQUISITION SUB, INC. AND COPPER KING LLC Dated as of November 28, 2016 THIRD AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGERThird • November 29th, 2016 • Dataram Corp • Computer storage devices • New York
This Third Amended and Restated Agreement and Plan of Merger (this “Agreement”) is entered into as of November 28, 2016, by and among DATARAM CORPORATION, a Nevada corporation (“Parent”); DATARAM ACQUISITION SUB, INC., a Nevada corporation and wholly-owned subsidiary of the Parent (“Buyer”); U.S. GOLD CORP., a Nevada corporation (the “Company”); and Copper King LLC, a principal stockholder of the Company (the “Stockholder”). Parent, Buyer, Company and the Stockholder are each a “Party” and collectively, the “Parties” to this Agreement. This Agreement amends and restates the Agreement and Plan of Merger between the Parties dated as of June 13, 2016 (the “Original Agreement”) and amended and restated on July 29, 2016 (the “First Amended and Restated Agreement”) and September 14, 2016 (the “Second Amended and Restated Agreement”).
