AGREEMENT AND PLAN OF MERGER by and among SIGNAL POINT HOLDINGS CORP ROOMLINX, INC. AND ROOMLINX MERGER CORP. Dated as of March 14, 2014Merger Agreement • March 17th, 2014 • Roomlinx Inc • Cable & other pay television services • New York
This Agreement and Plan of Merger (this “Agreement”), dated as of March 14, 2014, is by and among Signal Point Holdings Corp., a Delaware corporation (“SP”), Roomlinx, Inc., a Nevada corporation (“Roomlinx”), and Roomlinx Merger Corp., a Delaware corporation and wholly-owned subsidiary of Roomlinx (“Merger Sub”).
Signal Share, Inc. (f/k/a Roomlinx, Inc.)Escrow Agreement • March 17th, 2014 • Roomlinx Inc • Cable & other pay television services • New York
TRANSITIONAL SERVICES AGREEMENTTransitional Services Agreement • March 17th, 2014 • Roomlinx Inc • Cable & other pay television services • New York
This Transitional Services Agreement (the “Agreement”) is entered into this __ day of ____________ 2014 by and among Signal Share, Inc. (f/k/a Roomlinx Inc.), a Nevada corporation (“Purchaser”), SIGNAL POINT HOLDINGS CORP., a Delaware corporation (“SPHC”), the sole shareholder of SIGNAL POINT CORP., a New York corporation (“SPC”), ROOMLINX INC., a Nevada corporation (“RLI”) and sole shareholder of CARDINAL BROADBAND, a _______corporation (the “CBB”). SPHC and RLI are referred to herein as “Sellers” and SPC and CBB are referred to as “Utilities.” (Purchaser, Sellers, and Utilities are collectively referred to herein as the “Parties”).
