![]() Parent, LMA Merger Sub, Abacus Merger Sub, LMA and Abacus are sometimes individually referred to in this Agreement as a “ Party” and collectively as the “ Parties.” Capitalized terms used in this Agreement shall have the meanings ascribed to them in Exhibit A attached hereto. corporation pakistan, Magasin casa a marseille, Mamelodi sundowns ladies team. This AGREEMENT AND PLAN OF MERGER, dated August 30, 2022 (this “ Agreement ”), is made and entered into by and among East Resources Acquisition Company, a Delaware corporation (“ Parent ”), LMA Merger Sub, LLC, a Delaware limited liability company and wholly owned subsidiary of Parent (“ LMA Merger Sub ”), Abacus Merger Sub, LLC, a Delaware limited liability company and wholly owned subsidiary of Parent (“ Abacus Merger Sub” and, together with LMA Merger Sub and Parent, the “ Parent Parties”), Longevity Market Assets, LLC, a Florida limited liability company (“ LMA”), and Abacus Settlements, LLC, a Florida limited liability company (“ Abacus ” and, together with LMA, the “ Companies ”). Misty upham biography, Vnet safeguard login, Sushant jalvi, Ram 1500. SEC Filings NASDAQ Investment Company ActĬommercially Reasonable Efforts ConsentsĪRTICLE VI CONDITIONS TO OBLIGATIONS OF THE PARTIESĬonditions to Obligations of the CompaniesĬonditions to Obligations of the Parent PartiesĮxhibit B Form of Sponsor Support AgreementĮxhibit C Form of Company Support AgreementĮxhibit D Form of Second Amended and Restated Certificate of Incorporation of ParentĮxhibit E Form of Amended and Restated Bylaws of Parent ![]() No Additional Representations or WarrantiesĪRTICLE IV REPRESENTATIONS AND WARRANTIES OF THE PARENT PARTIESīusiness Activities No Undisclosed Liabilities International Trade & Anti-Corruption Matters Abacus Direct Corporation, a Delaware corporation (Company). Payment of the Aggregate Merger ConsiderationĪRTICLE III REPRESENTATIONS AND WARRANTIES OF THE COMPANIES COBRA) and the regulations (including proposed regulations) thereunder and. ARTICLE II EFFECT OF THE MERGERS CONVERSION OF SECURITIESĪllocation Schedule Conversion of Securities.
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