AGREEMENT AND PLAN OF MERGER dated as of February 5, 2006 among SECURIMETRICS, INC., VIISAGE TECHNOLOGY, INC., VS ABLE ACQUISITION CORP. and the SHAREHOLDER AGENT (as defined herein and to the extent joined as a party hereto)Merger Agreement • February 6th, 2006 • Viisage Technology Inc • Services-computer integrated systems design • California
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of February 5, 2006, is among SecuriMetrics, Inc., a California corporation (the “Company”), Viisage Technology, Inc., a Delaware corporation (“Parent”), VS Able Acquisition Corp., a California corporation and a direct wholly owned Subsidiary of Parent (“Merger Sub”), and the Shareholder Agent (as defined herein), to the extent joined as a party hereto in accordance with Section 8.3 hereof. Certain capitalized and non capitalized terms used herein are defined in Section 10.11 hereof.
