AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • January 6th, 2006 • China Media Networks International Inc. • Television broadcasting stations • Delaware
AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of December 30, 2005, by and among China Media Networks International, Inc., a Nevada corporation (“CMNW”), CMNW Acquisition Corporation, a Nevada corporation and a wholly-owned subsidiary of CMNW (“Acquisition Corp.”), OrthoSupply Management, Inc., a Delaware corporation (“OrthoSupply”), Thunderbird Global Corporation, a Panamanian corporation (“Thunderbird”), for the sole purpose of the transactions contemplated under Section 7 hereof, the representations and warranties set forth in Sections 8 and 14 hereof, and the indemnification obligations set forth in Section 13(a) hereof, and Mark L. Baum (“Baum”), for the sole purpose of the representations and warranties set forth in Sections 10 and 14 hereof and the indemnification obligations set forth in Section 13(b) hereof.
