AGREEMENT AND PLAN OF MERGER by and among SPHERIX INCORPORATED, NUTA TECHNOLOGY CORP. NORTH SOUTH HOLDINGS INC. AND THE STOCKHOLDERS OF NORTH SOUTH HOLDINGS INC. Dated as of April 2, 2013Merger Agreement • April 4th, 2013 • Spherix Inc • Services-testing laboratories • New York
This Agreement and Plan of Merger is entered into as of April 2, 2013, by and among SPHERIX INCORPORATED, a Delaware corporation (“Parent”); NUTA TECHNOLOGY CORP., a Virginia corporation and wholly-owned subsidiary of Parent (“Buyer”); NORTH SOUTH HOLDINGS INC., a Delaware corporation (the “Company”); and the undersigned shareholders of the Company as holders of all of the capital stock of the Company (collectively, the “Stockholders”). Parent, Buyer, Company and the Stockholders are each a “party” and together are “parties” to this Agreement.
