AGREEMENT AND PLAN OF MERGER BY AND AMONG EPICOR SOFTWARE CORPORATION STELLAR ACQUISITION CORPORATION SPECTRUM HUMAN RESOURCE SYSTEMS CORPORATION ESTATE OF JAMES E. SPOOR, NANCY E. SPOOR AND SYBLL K. ROMLEY AND WITH RESPECT TO SECTION 6.8(g)(iv) and...Merger Agreement • March 14th, 2011 • Epicor Software Corp • Services-prepackaged software • Colorado
THIS AGREEMENT AND PLAN OF MERGER (the “Agreement”) is made and entered into as of December 13, 2010 by and among Epicor Software Corporation, a Delaware corporation (“Parent”), Stellar Acquisition Corporation, a Colorado corporation and a wholly-owned subsidiary of Parent (“Sub”), SPECTRUM Human Resource Systems Corporation, a Colorado corporation (the “Company”), Estate of James E. Spoor, Nancy E. Spoor and Sybll K. Romley (each, a “Principal Shareholder,” and collectively the “Principal Shareholders”), with respect to Section 6.8(g)(iv), Article VIII, Article IX and Article X hereof only, Sybll K. Romley as shareholder representative (the “Shareholder Representative”), and U.S. Bank National Association as escrow agent (the “Escrow Agent”).
OFFICE LEASE LAKESHORE TOWERS LAKESHORE TOWERS LIMITED PARTNERSHIP PHASE I, a California limited partnership, as Landlord, and EPICOR SOFTWARE CORPORATION, a Delaware corporation, as Tenant.Office Lease • March 14th, 2011 • Epicor Software Corp • Services-prepackaged software • California
This Office Lease (the “Lease”) , dated as of the date set forth in Section 1 of the Summary of Basic Lease Information (the “Summary”), below, is made by and between LAKESHORE TOWERS LIMITED PARTNERSHIP PHASE I, a California limited partnership (“Landlord”), and EPICOR SOFTWARE CORPORATION, a Delaware corporation (“Tenant”).
