November 8, 2018 Sound Concepts, Inc. (the “Company”) McKinley Oswald as a Shareholder of the Company and as the Shareholders’ Representative Jason Matheny as a Shareholder of the Company Colby Allen as a Shareholder of the Company American Fork, Utah...nFusz, Inc. • November 14th, 2018 • Services-personal services
Each of the addressees to this Side Letter and we (and our wholly-owned subsidiary) are signatories (collectively, the “Parties”) to that certain Agreement and Plan of Merger (the “Agreement”) of even date herewith. Certain capitalized terms utilized herein have been defined in the Agreement. In connection with the Agreement and the timing of certain events relative to the transactions contemplated therein, as well as in contemplation of certain public filings required to be made by us with the Securities and Exchange Commission, all of the Parties have executed this Side Letter with the specific intention that the provisions hereof shall relate to and, until the Closing, defer the effectiveness or completion of those provisions of the Agreement specified herein, which provisions shall be completed at or prior to the Closing.
Agreement and Plan of Merger among nFüsz, Inc., as the Parent NF Merger Sub, Inc., as Merger Sub No. 1, NF Acquisition Company, LLC, as Merger Sub No. 2, Sound Concepts, Inc., as the Company, the Shareholders of Sound Concepts, Inc., and the...Agreement and Plan of Merger • November 14th, 2018 • nFusz, Inc. • Services-personal services • Utah
This Agreement and Plan of Merger (this “Agreement”), dated as of November 8, 2018, is entered into by and among nFüsz, Inc., a Nevada corporation (the “Parent”), NF Merger Sub, Inc., a Utah corporation and a wholly-owned subsidiary of the Parent (“Merger Sub No. 1”), NF Acquisition Company, LLC, a Utah limited liability company and a wholly-owned subsidiary of the Parent (“Merger Sub No. 2”), Sound Concepts, Inc., a Utah corporation (the “Company”), the undersigned shareholders of the Company (each, a “Shareholder,” and, collectively, the “Shareholders”), and the Shareholders’ Representative (as defined below).
