0001193125-07-015311 Sample Contracts

LIMITED GUARANTEE OF STERLING CAPITAL PARTNERS, .L.P.
Educate Inc • January 29th, 2007 • Services-educational services • Delaware

LIMITED GUARANTEE, dated as of January 28, 2006 (this “Limited Guarantee”), by Sterling Capital Partners, L.P. (the “Guarantor”), in favor of Educate, Inc., a Delaware corporation (the “Company”).

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AGREEMENT AND PLAN OF MERGER by and among EDGE ACQUISITION, LLC EDGE ACQUISITION CORPORATION and EDUCATE, INC. Dated as of January 28, 2007
Agreement and Plan of Merger • January 29th, 2007 • Educate Inc • Services-educational services • Delaware

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of January 28, 2007, by and among Edge Acquisition, LLC, a Delaware limited liability company (“Parent”), Edge Acquisition Corporation, a Delaware corporation and wholly-owned subsidiary of Parent (“MergerCo”), and Educate, Inc., a Delaware corporation (the “Company”). Capitalized terms used, but not otherwise defined, herein shall have the meanings set forth in Section 8.1.

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