Plan and Agreement of Merger Sample Contracts

RECITALS
Plan and Agreement of Merger • January 15th, 2004 • Icad Inc • Computer peripheral equipment, nec • Delaware
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EXHIBIT A Amended and Restated Plan and Agreement of Merger
Plan and Agreement of Merger • January 4th, 2010 • Nationwide Provident Va Separate Account A

This Amended and Restated Plan and Agreement of Merger (the "Agreement"), is entered into on September 4, 2009 by and between NATIONWIDE LIFE AND ANNUITY INSURANCE COMPANY, an Ohio stock life insurance company with its statutory office located One Nationwide Plaza, Columbus, OH 43215 ("NLAIC" or the "Surviving Corporation"), and NATIONWIDE LIFE AND ANNUITY COMPANY OF AMERICA, a Delaware stock life insurance company with its statutory office located at One Nationwide Plaza, Columbus, OH 43215 ("NLACA"). MAC and NLACA are hereinafter sometimes collectively referred to as the "Constituent Corporations" or individually as a "Constituent Corporation".

DATED AS OF
Plan and Agreement of Merger • February 28th, 2000 • U S Home Corp /De/ • Operative builders • Delaware
FORM OF PLAN AND AGREEMENT OF MERGER DATED AMONG Fundrise For-Sale Housing eFUND – Los Angeles CA, LLC AND Fundrise National For-Sale Housing eFund, LLC AND Fundrise For-Sale Housing eFUND – Washington DC, LLC PLAN AND AGREEMENT OF MERGER
Plan and Agreement of Merger • October 23rd, 2020 • Fundrise for-Sale Housing eFUND - Los Angeles CA, LLC • Real estate • Delaware

This Plan and Agreement of Merger (this “Agreement”) is dated as of [DATE] between Fundrise For-Sale Housing eFUND – Los Angeles CA, LLC, a Delaware limited liability company (“LA eFund”), Fundrise National For-Sale Housing eFund, LLC, a Delaware limited liability company (“National eFund”), and Fundrise For-Sale Housing eFUND – Washington DC, LLC, a Delaware limited liability company (the “DC eFund” and, together with LA eFund and National eFund, the “Merger Parties” and each individually a “Merger Party”).

AMENDMENT NO. 1 TO PLAN AND AGREEMENT OF MERGER
Plan and Agreement of Merger • January 7th, 2020 • Digital Development Partners, Inc. • Radio & tv broadcasting & communications equipment • Nevada

This constitutes Amendment No. 1 to that certain Plan and Agreement of Merger (the “Merger Agreement”), dated as of December 12, 2019, by and among Digital Development Partners, Inc., a Nevada corporation (the “Parent”), Bird Acquisition Corp., a Wyoming corporation wholly owned by Parent (“Acquiror”), and Black Bird Potentials Inc., a Wyoming corporation (“Target”).

Contract
Plan and Agreement of Merger • April 5th, 2016
PLAN AND AGREEMENT OF MERGER OF TERRAPIN ENTERPRISES, INC. (a Nevada corporation) AND BLACK SEA OIL, INC. (a Nevada corporation)
Plan and Agreement of Merger • July 26th, 2011 • Helix Wind, Corp. • Engines & turbines

PLAN AND AGREEMENT OF MERGER entered into on December 6, 2006 by Terrapin Enterprises, Inc., a Nevada corporation ("Terrapin"), and approved by resolution adopted by its Board of Directors on said date, and entered into on December 6, 2006, by Black Sea Oil, Inc., a Nevada corporation ("Black Sea Oil"), and approved by resolution adopted by its Board of Directors on said date,

1 Exhibit 2 AMENDED AND RESTATED PLAN AND AGREEMENT OF MERGER DATED DECEMBER 6, 1996, BETWEEN THE COMPANY, SNET AND SAS 2 TABLE OF CONTENTS
Plan and Agreement of Merger • March 6th, 1997 • Woodbury Telephone Co • Telephone communications (no radiotelephone) • Connecticut
AMENDED AND RESTATED PLAN AND AGREEMENT OF MERGER DATED AS OF OCTOBER 24TH, 1996 BY AND BETWEEN MEDPARTNERS, INC. AND CARDINAL HEALTHCARE, P.A. 2
Plan and Agreement of Merger • March 31st, 1997 • Medpartners Inc • Services-specialty outpatient facilities, nec • Delaware
AMENDMENT TO PLAN AND AGREEMENT OF MERGER US ALLIANCE CORPORATION, ALLIANCE MERGER SUB, INC. AND NORTHERN PLAINS CAPITAL CORPORATION
Plan and Agreement of Merger • June 19th, 2017 • US Alliance Corp • Life insurance

This Amendment, dated as of May 23, 2017 (this “Amendment”), is entered into by and among by and among US Alliance Corporation, a Kansas corporation (“USAC”), Alliance Merger Sub, Inc., a Kansas corporation (“ANDC”), and Northern Plains Capital Corporation, a North Dakota corporation (“NPCC”).

E2 COMMUNICATIONS, INC. SUITE 1200 PLANO, TEXAS 75093
Plan and Agreement of Merger • November 30th, 2001 • E Synergies Inc • Services-business services, nec

Re: Plan and Agreement of Merger dated as of October 12, 2001 (the "Merger Agreement"), by and among e-Synergies, inc., e2 Acquisition Corp. and e2 Communications, Inc. ("e2")

SECOND AMENDMENT TO PLAN AND AGREEMENT OF MERGER
Plan and Agreement of Merger • March 31st, 2003 • Key Energy Services Inc • Drilling oil & gas wells

THIS SECOND AMENDMENT TO PLAN AND AGREEMENT OF MERGER (this "Agreement") is entered into as of July 17, 2002 among Key Energy Services, Inc., a Maryland corporation ("Key"); Key Merger Sub, Inc., a Texas corporation and a wholly-owned subsidiary of Key ("Merger Sub"); and Q Services, Inc., a Texas corporation ("QSI"). Capitalized terms not otherwise defined herein shall have the meanings given them in the Plan and Agreement of Merger, dated as of May 13, 2002 among Key, Merger Sub and QSI, as amended by the First Amendment to Plan and Agreement of Merger dated as of May 30, 2002 among Key, Merger Sub and QSI (as amended, the "Merger Agreement").

PARADIGM GENETICS, INC. A NORTH CAROLINA CORPORATION AND PARADIGM GENETICS, INC. A DELAWARE CORPORATION
Plan and Agreement of Merger • April 27th, 2000 • Paradigm Genetics Inc • Services-commercial physical & biological research
Plan and Agreement of Merger
Plan and Agreement of Merger • January 9th, 2004 • Gundle SLT Environmental Inc • Unsupported plastics film & sheet • Texas

PLAN AND AGREEMENT OF MERGER, dated as of December 31, 2003 ("Agreement"), by and among GEO Holdings Corp., a Delaware corporation ("Parent"), GEO Sub Corp., a Delaware corporation and a wholly-owned subsidiary of Parent ("Merger Sub"), and Gundle/SLT Environmental, Inc., a Delaware corporation ("GSE"). GSE and Merger Sub are hereinafter collectively referred to as the "Merging Corporations."

THIRD AMENDMENT TO PLAN AND AGREEMENT OF MERGER
Plan and Agreement of Merger • March 31st, 2003 • Key Energy Services Inc • Drilling oil & gas wells

THIS THIRD AMENDMENT TO PLAN AND AGREEMENT OF MERGER (this "Agreement") is entered into as of July 18, 2002 among Key Energy Services, Inc., a Maryland corporation ("Key"); Key Merger Sub, Inc., a Texas corporation and a wholly-owned subsidiary of Key ("Merger Sub"); and Q Services, Inc., a Texas corporation ("QSI"). Capitalized terms not otherwise defined herein shall have the meanings given them in the Plan and Agreement of Merger, dated as of May 13, 2002 among Key, Merger Sub and QSI, as amended by the First Amendment to Plan and Agreement of Merger dated as of May 30, 2002 among Key, Merger Sub and QSI, as further amended by the Second Amendment to Plan and Agreement of Merger dated as of July 17, 2002 among Key, Merger Sub and QSI (as amended, the "Merger Agreement").

PLAN AND AGREEMENT OF MERGER
Plan and Agreement of Merger • February 21st, 2007 • Fluid Media Networks, Inc. • Blank checks

THIS PLAN AND AGREEMENT OF MERGER (hereinafter called the “Agreement”), dated as of February 14, 2007, is between Fluid Audio Networks, Inc., a Delaware corporation (“PARENT”), and Freedom 20, Inc., a Delaware corporation (“SUB”).

PLAN AND AGREEMENT OF MERGER BETWEEN BROKEN ARROW PETROLEUM CO. (a Delaware corporation) and BROKEN ARROW PETROLEUM CO. (a Utah corporation)
Plan and Agreement of Merger • July 14th, 2003 • 3eee Inc

This Plan and Agreement of Merger made and entered into this 31st day of May, 1991, by and between BROKEN ARROW PETROLEUM CO., a Delaware corporation (herein sometimes referred to as the "Delaware Corporation" or "Surviving corporation"), and BROKEN ARROW PETROLEUM CO., a Utah corporation (herein sometimes referred to as the "Utah Corporation"), said corporations hereinafter sometimes referred to jointly as the "Constituent Corporations."

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SECTION 2.
Plan and Agreement of Merger • December 30th, 1997 • America Service Group Inc /De • Services-misc health & allied services, nec
PLAN AND AGREEMENT OF MERGER OF DRIVER PASSPORT, INC. (A NORTH DAKOTA CORPORATION) AND ECO GLOBAL CORPORATION (A NEVADA CORPORATION)
Plan and Agreement of Merger • May 12th, 2009 • Driver Passport, Inc. • Services-business services, nec

PLAN AND AGREEMENT OF MERGER entered into on January 13, 2009, by and between DRIVER PASSPORT, INC., a North Dakota corporation ("Driver Passport"), and ECO GLOBAL CORPORATION, a Nevada corporation ("Eco Global").

July 24, 1997
Plan and Agreement of Merger • July 28th, 1997 • Extended Family Care Corp • Services-home health care services
PLAN AND AGREEMENT OF MERGER OF COMPUPRINT, INC. (a North Carolina corporation) AND TERRA ENERGY & RESOURCE TECHNOLOGIES, INC. (a Delaware corporation)
Plan and Agreement of Merger • November 15th, 2006 • Compuprint Inc • Oil & gas field exploration services • Delaware

PLAN AND AGREEMENT OF MERGER entered into on November 3, 2006 by COMPUPRINT, INC., a business corporation of the State of North Carolina, and approved by resolution adopted by its Board of Directors on said date, and entered into on November 3, 2006 by TERRA ENERGY & RESOURCE TECHNOLOGIES, INC., a business corporation organized under the laws of the State of Delaware, and approved by resolution adopted by its Board of Directors on said date.

AMENDMENT TO PLAN AND AGREEMENT OF MERGER US ALLIANCE CORPORATION, ALLIANCE MERGER SUB, INC. AND NORTHERN PLAINS CAPITAL CORPORATION
Plan and Agreement of Merger • June 1st, 2017 • US Alliance Corp • Life insurance

This Amendment, dated as of May 23, 2017 (this “Amendment”), is entered into by and among by and among US Alliance Corporation, a Kansas corporation (“USAC”), Alliance Merger Sub, Inc., a Kansas corporation (“ANDC”), and Northern Plains Capital Corporation, a North Dakota corporation (“NPCC”).

1 EXHIBIT 2.1 PLAN AND AGREEMENT OF MERGER
Plan and Agreement of Merger • August 14th, 1997 • Iteq Inc • Industrial & commercial fans & blowers & air purifing equip • Texas
SECTION 3 REPRESENTATIONS AND WARRANTIES OF IONATRON AND THE IONATRON STOCKHOLDERS
Plan and Agreement of Merger • March 24th, 2004 • Us Home & Garden Inc • Textile mill products • Delaware
AMENDED AND RESTATED PLAN AND AGREEMENT OF MERGER
Plan and Agreement of Merger • December 20th, 2006 • Safe Rx Pharmacies, Inc. • Nevada

This Amended and Restated Plan and Agreement of Merger (the "Agreement") is entered this 21st day of June, 2006, by and between Signature Healthcare, Inc., a Nevada corporation (the "Surviving Corporation), and Safescript of Ohio, Inc., an Ohio corporation ("Safescript") (collectively, the "Constituent Corporations").

AMENDED AND RESTATED PLAN AND AGREEMENT OF MERGER BETWEEN TEXAS NEVADA OIL & GAS CO. AND HOUSTON AMERICAN ENERGY CORP.
Plan and Agreement of Merger • January 22nd, 2002 • Houston American Energy Corp • Crude petroleum & natural gas
PLAN AND AGREEMENT OF MERGER US ALLIANCE CORPORATION, ALLIANCE MERGER SUB, INC. AND NORTHERN PLAINS CAPITAL CORPORATION
Plan and Agreement of Merger • June 1st, 2017 • US Alliance Corp • Life insurance • North Dakota

This Plan and Agreement of Merger (the “Agreement”) is entered into as of this [__] day of May, 2017, by and among US Alliance Corporation, a Kansas corporation (“USAC”), Alliance Merger Sub, Inc., a North Dakota corporation (“ANDC”), and Northern Plains Capital Corporation, a North Dakota corporation (“NPCC”).

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