0001437749-17-016919 Sample Contracts

AGREEMENT AND PLAN OF MERGER by and among COOKE INC., ALPHA MERGERSUB, INC. and OMEGA PROTEIN CORPORATION Dated as of October 5, 2017
Merger Agreement • October 6th, 2017 • Omega Protein Corp • Fats & oils • Nevada

This AGREEMENT AND PLAN OF MERGER, dated as of October 5, 2017 (this “Agreement”), is entered into by and among Cooke Inc., a corporation duly incorporated under the laws of the Province of New Brunswick, Canada (“Parent”), Alpha MergerSub, Inc., a Nevada corporation and a direct wholly-owned subsidiary of Parent (“Merger Sub”), and Omega Protein Corporation, a Nevada corporation (the “Company”).

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October 5, 2017 Mark A. Livingston Houston, Texas 77042 Dear Mr. Livingston:
Employment Agreement • October 6th, 2017 • Omega Protein Corp • Fats & oils

This letter amends the Employment Agreement dated as of August 31, 2015 between Omega Protein Corporation (the “Company”) and you (the “Employment Agreement”).

October 5, 2017 Bret D. Scholtes Houston, Texas 77042 Dear Mr. Scholtes:
Employment Agreement • October 6th, 2017 • Omega Protein Corp • Fats & oils

This letter amends the Employment Agreement dated as of January 1, 2012 between Omega Protein Corporation (the “Company”) and you (the “Employment Agreement”).

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