0001193125-07-259775 Sample Contracts

FIFTH AMENDMENT TO AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • December 6th, 2007 • M Wave Inc • Electronic components, nec

This FIFTH AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this “Fifth Amendment”) is entered into as of December 3, 2007 (the “Effective Date”), by and among M-Wave, Inc., a Delaware corporation (“Parent”), Ocean Merger Sub, Inc., a Delaware corporation (“Merger Sub”), SunFuels, Inc., a Colorado corporation (the “Company”), and Blue Sun Biodiesel LLC, a Colorado limited liability company (“Blue Sun”).

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FIRST AMENDMENT TO ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • December 6th, 2007 • M Wave Inc • Electronic components, nec

This FIRST AMENDMENT TO ASSET PURCHASE AGREEMENT (this “First Amendment”) is entered into as of December 3, 2007 (the “Effective Date”), by and among M-Wave International, LLC, an Illinois limited liability company (“Purchaser”), M-Wave, Inc., a Delaware corporation (“Seller”), Joseph Turek (“Turek”) and Robert Duke (“Duke”), individual residents of the State of Illinois.

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