Acquisition Agreement and Plan of Merger Sample Contracts
EXHIBIT 2.1 AMENDMENT NO. 3 TO ACQUISITION AGREEMENT AND PLAN OF MERGER This Amendment No. 3 to Acquisition Agreement and Plan of Merger (this "Amendment"), dated as of May 18, 2005, among IBF Fund Liquidating LLC, a Delaware limited liability company...Acquisition Agreement and Plan of Merger • May 25th, 2005 • Sunset Brands Inc • Blank checks • Delaware
Standard Contracts
ACQUISITION AGREEMENT AND PLAN OF MERGER EXTENSION AGREEMENTAcquisition Agreement and Plan of Merger • November 28th, 2012 • JAMESON STANFORD RESOURCES Corp • Metal mining
This ACQUISITION AGREEMENT AND PLAN OF MERGER EXTENSION AGREEMENT (this “Extension Agreement”) is made as of October 24, 2012, by and among Jameson Stanford Resources Corporation (formerly known as MyOtherCountryClub.com), a Nevada corporation (“Jameson Stanford”), JSR Sub Co, a Nevada corporation and wholly owned subsidiary of Jameson Stanford (“JSR Sub Co”), and Bolcán Mining Corporation, a Nevada corporation (“Bolcán”), and relates to that Acquisition Agreement and Plan of Merger (the “Acquisition Agreement”) dated May 7, 2012. Jameson Stanford, JSR Sub Co, and Bolcán may each be referred to herein as a “Party” and collectively as the “Parties.”
AMENDMENT ONE TO ACQUISITION AGREEMENT AND PLAN OF MERGERAcquisition Agreement and Plan of Merger • November 12th, 2010 • EverBank Financial Corp • Savings institution, federally chartered • Delaware
This AMENDMENT ONE, dated as of February 5, 2010 (this “Amendment”), to the ACQUISITION AGREEMENT AND PLAN OF MERGER, dated as of October 21, 2009 (the “Agreement”), is made by and among EverBank Financial Corp, a Florida corporation (“Parent”), Titan Merger Sub, Inc., a Delaware corporation and a direct wholly-owned Subsidiary of Parent (“Merger Sub”), Tygris Commercial Finance Group, Inc., a Delaware corporation (the “Company”), and Aquiline Capital Partners LLC, a Delaware limited liability company, solely in its capacity as the Designator Monitor.
ADDENDUM, DATED THIS 25TH DAY OF MAY, 2011, TO THE ACQUISITION AGREEMENT AND PLAN OF MERGER, DATED AS OF May 2, 2011, BY AND AMONG HIGHLAND BUSINESS SERVICES, INC. (HGLB), a Nevada corporation, HIGHLAND SUB CO, (“HBS”), a Nevada corporation, AND...Acquisition Agreement and Plan of Merger • June 1st, 2011 • Highland Business Services, Inc. • Services-business services, nec
AMENDMENT TO ACQUISITION AGREEMENT AND PLAN OF MERGERAcquisition Agreement and Plan of Merger • December 19th, 2002 • Team Financial Inc /Ks • National commercial banks • Oklahoma
This Amendment to Acquisition Agreement and Plan of Merger ( “Amendment”) dated this 11 day of December, 2001 is entered into by and among The Quarles Agency, Inc. (“QA”) a Oklahoma corporation, TeamBank, N.A. (“TBNA”); a national association; TeamBank, N.A. Financial Subsidiary, Inc. ( “TBFS”) and the individual stockholders of QA, C. Gene Quarles, an individual, Clint Quarles, and individual and Robin Buerge, an individual (who are collectively sometimes referred to hereinafter as the “Stockholders”.
1 [BRITE LETTERHEAD] EXHIBIT 4 May 3, 1999 Dear Stockholders: We are very pleased to inform you that on April 27, 1999, Brite Voice Systems, Inc. (the "Company") entered into an Acquisition Agreement and Plan of Merger with InterVoice, Inc. (the...Acquisition Agreement and Plan of Merger • May 3rd, 1999 • Brite Voice Systems Inc • Telephone & telegraph apparatus
AMENDMENT NO. 2 TO ACQUISITION AGREEMENT AND PLAN OF MERGERAcquisition Agreement and Plan of Merger • April 25th, 2005 • Sunset Brands Inc • Blank checks • Delaware
This Amendment No. 2 to Acquisition Agreement and Plan of Merger (this “Amendment”), dated as of April 18, 2005, among IBF Fund Liquidating, LLC, a Delaware limited liability company (“IBF”), U.S. Mills, Inc., a Delaware corporation (the “Company”), USM Acquisition Sub, Inc., a Delaware corporation (“Merger Sub”), and Sunset Brands, Inc., a Nevada corporation (the “Purchaser”), amends the Acquisition Agreement and Plan of Merger, dated as of February 18, 2005, among IBF, the Company, Merger Sub and the Purchaser (as amended by Amendment No. 1 thereto, dated as of March 7, 2005, the “Merger Agreement”). Capitalized terms used and not defined herein have the meanings set forth in the Merger Agreement.
ACQUISITION AGREEMENT AND PLAN OF MERGER EXTENSION AGREEMENTAcquisition Agreement and Plan of Merger • November 2nd, 2012 • JAMESON STANFORD RESOURCES Corp • Services-business services, nec
This ACQUISITION AGREEMENT AND PLAN OF MERGER EXTENSION AGREEMENT (this “Extension Agreement”) is made as of July 24, 2012, by and among Jameson Stanford Resources Corporation (formerly known as MyOtherCountryClub.com), a Nevada corporation (“Jameson Stanford”), JSR Sub Co, a Nevada corporation and wholly owned subsidiary of Jameson Stanford (“JSR Sub Co”), and Bolcán Mining Corporation, a Nevada corporation (“Bolcán”), and relates to that Acquisition Agreement and Plan of Merger (the “Acquisition Agreement”) dated May 7, 2012. Jameson Stanford, JSR Sub Co, and Bolcán may each be referred to herein as a “Party” and collectively as the “Parties.”
ADDENDUM NO. 1 TO ACQUISITION AGREEMENT AND PLAN OF MERGER BY AND AMONG HIGHLAND BUSINESS SERVICES, INC., HGLB SUB CO, AND ELEVATE MARKETING GROUP, LLCAcquisition Agreement and Plan of Merger • February 11th, 2011 • Highland Business Services, Inc. • Services-business services, nec
THIS ADDENDUM NO. 1 TO ACQUISITION AGREEMENT AND PLAN OF MERGER (“Addendum No. 1”) is made and entered into effective this 11th day of February, 2011, by and among HIGLAND BUSINESS SERVICES, INC., a Nevada Corporation (“HGLB”), HGLB SUB CO, a Nevada Corporation and wholly owned subsidiary of the HGLB (“HGLB Sub Co”) and ELEVATE MARKETING GROUP, LLC, a Utah limited liability company (“EMG”).
Exhibit 8.1 August 27, 1997 TPG HOLDINGS, INC. 3353 Peachtree Road Suite 920 Atlanta, Georgia 30326 RE: ACQUISITION AGREEMENT AND PLAN OF MERGER WITH LUNN INDUSTRIES, INC., AMENDED --------------------------------------------- Gentlemen: We have acted...Acquisition Agreement and Plan of Merger • August 27th, 1997 • Lunn Industries Inc /De/ • Metal forgings & stampings
We have acted as counsel to TPG Holdings, Inc., a Delaware corporation ("TPG"), in connection with (i) the Registration Statement on Form S-4 of Lunn Industries, Inc., a Delaware corporation ("Lunn"), to which this opinion letter is filed as an exhibit (the "Registration Statement"), which includes a Proxy Statement/Prospectus of TPG and Lunn ("Proxy Statement/Prospectus"), and (ii) the execution and delivery of the Acquisition Agreement and Plan of Merger (the "Agreement"), dated as of June 6, 1997, as amended by amendment dated as of August 22, 1997 between TPG and Lunn (the "Agreement"). The Agreement provides for the merger of TPG with and into Lunn (the "Merger"), with TPG surviving. Unless otherwise defined herein or the context hereof otherwise requires, each term used herein with its initial letter capitalized has the meaning ascribed to such term in the Agreement.
ADDENDUM NO. 1 TO ACQUISITION AGREEMENT AND PLAN OF MERGER BY AND AMONG NOHO, INC (a Wyoming corporation) DOLCE SUB CO (a Nevada corporation), DOLCE, INC. (a Nevada corporation)Acquisition Agreement and Plan of Merger • March 28th, 2013 • NOHO, Inc. • Services-computer processing & data preparation
THIS ADDENDUM NO. 1 TO ACQUISITION AGREEMENT AND PLAN OF MERGER (“Addendum No. 1”) is made and entered into effective this 25th day of March, 2013, by and among NOHO, Inc., a Wyoming corporation (“NOHO”), and Dolce Sub Co, a Nevada Corporation and wholly owned subsidiary of NOHO (“Sub Co”), and Dolce, Inc. (“DB”), a Nevada corporation.
ADDENDUM NO. 1 TO ACQUISITION AGREEMENT AND PLAN OF MERGER BY AND AMONG BOLLENTE COMPANIES, INC., WOODMANS LUMBER AND MILLWORK PERU, AND BOLLENTE, INCAcquisition Agreement and Plan of Merger • May 6th, 2011 • Bollente Companies Inc. • Canned, frozen & preservd fruit, veg & food specialties
THIS ADDENDUM NO. 1 TO ACQUISITION AGREEMENT AND PLAN OF MERGER (“Addendum No. 1”) is made and entered into effective this 5nd day of May, 2011, by and among BOLLENTE COMPANIES, INC., a Nevada Corporation (“BOLC”), WOODMANS LUMBER AND MILLWORKS PERU, a Nevada Corporation and wholly owned subsidiary of BOLC (“WOODMANS”) and BOLLENTE, INC., a Nevada corporation (“BOLLENTE”).
AMENDED AND RESTATED ACQUISITION AGREEMENT AND PLAN OF MERGER among ENVESTNET, INC., POSEIDON MERGER CORP., PLACEMARK HOLDINGS, INC., THE SELLING SECURITYHOLDERS and FORTIS ADVISORS, LLC, as Securityholder Representative Dated as of August 11, 2014Acquisition Agreement and Plan of Merger • August 11th, 2014 • Envestnet, Inc. • Services-business services, nec • Delaware
THIS AMENDED AND RESTATED ACQUISITION AGREEMENT AND PLAN OF MERGER, dated as of August 11, 2014 (this “Agreement”), is among Envestnet, Inc., a Delaware corporation (“Buyer”), Poseidon Merger Corp., a Delaware corporation and wholly owned subsidiary of Buyer (“Merger Sub”), Placemark Holdings, Inc., a Delaware corporation (the “Company”), the Persons named in the attached Schedule I (each a “Selling Securityholder” and collectively, the “Selling Securityholders”), and Fortis Advisors LLC, a Delaware limited liability company in its capacity as the “Securityholder Representative.”
ADDENDUM NO. 3 TO ACQUISITION AGREEMENT AND PLAN OF MERGER BY AND AMONG GIGGLES N HUGS, INC., GIGGLES N HUGS SUB CO., AND GNH, INC.Acquisition Agreement and Plan of Merger • December 30th, 2011 • Giggles N' Hugs, Inc. • Retail-miscellaneous retail
THIS ADDENDUM NO. 3 TO ACQUISITION AGREEMENT AND PLAN OF MERGER (“Addendum No. 3”) is made and entered into effective this 30th day of December, 2011, by and among GIGGLES N HUGS, INC., a Nevada Corporation (“Giggles N Hugs”), GIGGLES N HUGS SUB CO, a Nevada Corporation and wholly owned subsidiary of Giggles N Hugs (“Giggles N’ Hugs Sub Co”) and GNH, INC., a Nevada Corporation (“GNH”).
FIRST AMENDMENT TO ACQUISITION AGREEMENT AND PLAN OF MERGERAcquisition Agreement and Plan of Merger • May 2nd, 2022 • Urban-Gro, Inc. • Wholesale-machinery, equipment & supplies
This First Amendment to Acquisition Agreement and Plan of Merger (this “Amendment”), dated April 29, 2022 (the “Amendment Date”), is made and entered into by and among urban-gro, Inc. a Delaware corporation (the “Buyer”), Emerald Merger Sub, Inc., a Colorado corporation (“Merger Sub”), Emerald Construction Management, Inc., a Colorado corporation (“Emerald”), Christopher W. Cullens, an individual, Charles W. Cullens, an individual, and Green Stone Property LLC, a Colorado limited liability company (collectively the “Sellers” and each a “Seller”), and, solely in his capacity as the Seller Representative, Christopher W. Cullens, an individual (the “Seller Representative”) and amends the Acquisition Agreement and Plan for Merger, dated March 13, 2022, by and among the Parties (the “Acquisition Agreement”). Capitalized terms used but not otherwise defined herein have the meanings ascribed to such terms in the Acquisition Agreement.
EXHIBIT 8.1 September 26, 1997 TPG HOLDINGS, INC. 3353 Peachtree Road Suite 920 Atlanta, Georgia 30326 RE: ACQUISITION AGREEMENT AND PLAN OF MERGER WITH LUNN INDUSTRIES, INC., AS AMENDED Gentlemen: We have acted as counsel to TPG Holdings, Inc., a...Acquisition Agreement and Plan of Merger • September 26th, 1997 • Lunn Industries Inc /De/ • Metal forgings & stampings
We have acted as counsel to TPG Holdings, Inc., a Delaware corporation ("TPG"), in connection with (i) the Registration Statement on Form S-4 of Lunn Industries, Inc., a Delaware corporation ("Lunn"), to which this opinion letter is filed as an exhibit (the "Registration Statement"), which includes a Proxy Statement/Prospectus of TPG and Lunn ("Proxy Statement/Prospectus"), and (ii) the execution and delivery of the Acquisition Agreement and Plan of Merger, dated as of June 6, 1997, as amended by amendment dated as of August 22, 1997, between TPG and Lunn (the "Agreement"). The Agreement provides for the merger of TPG with and into Lunn (the "Merger"), with Lunn surviving. Unless otherwise defined herein or the context hereof otherwise requires, each term used herein with its initial letter capitalized has the meaning ascribed to such term in the Agreement.
