AGREEMENT AND PLAN OF MERGER by and among AUTHENTIDATE HOLDING CORP. a Delaware corporation and PARASCRIPT, LLC a Wyoming limited liability company and PARASCRIPT MANAGEMENT, INC. a Wyoming corporation as the Exchange Agent and the Member...Agreement and Plan of Merger • August 13th, 2008 • Authentidate Holding Corp • Services-computer integrated systems design • Delaware
This Agreement and Plan of Merger (“Agreement”) is dated as of August 6, 2008, by and among Authentidate Holding Corp, a Delaware corporation (“AHC”), Parascript, LLC, a Wyoming limited liability company (“Parascript”), Parascript Management, Inc., a Wyoming corporation (the “Member Representative” or “Exchange Agent”), solely in the role as the Member Representative and Exchange Agent, AHC Group Inc., a Delaware corporation and a wholly owned subsidiary of AHC (“Parent”), AHC Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“AHC Merger Sub”) and Parascript Merger Sub LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent (“Parascript Merger Sub” and, together with AHC Merger Sub, the “Merger Subs”).
