Agreement and Plan of Merger between America Online, Inc., MQ Acquisition, Inc. and Mapquest.Com, Inc. dated December 21, 1999. 59 pages
The Montana Agreement and Plan of Merger between America Online, Inc., ME Acquisition, Inc., and MapQuest. Com, Inc. refers to a legal document outlining the terms and conditions of a merger between these three entities. This agreement signifies the intention of America Online, Inc. to acquire MapQuest. Com, Inc. through the establishment of a new corporate entity, ME Acquisition, Inc. The Montana Agreement and Plan of Merger encompasses a wide range of key provisions and details, ensuring a smooth transition and integration of the two companies. It covers various aspects, including financial terms, corporate governance, stock options, intellectual property rights, and employment arrangements. This comprehensive agreement seeks to protect the interests of all parties involved and promote transparency and cooperation throughout the merger process. Key terms and provisions within the Montana Agreement and Plan of Merger may include: 1. Financial Terms: The agreement specifies the exchange ratio at which the shares of MapQuest. Com, Inc. will be converted into shares of ME Acquisition, Inc. Additionally, it may outline the payment mechanism, consideration, and potential adjustments. 2. Corporate Governance: This section deals with the composition of the new company's board of directors and executive management team. It may define the roles and responsibilities of key individuals, appointment procedures, and decision-making processes. 3. Stock Options and Equity: The agreement outlines the treatment of stock options, restricted stock units, and other equity-based awards held by employees of MapQuest. Com, Inc. It may address issues such as vesting periods, conversion rates, and any modifications to existing agreements. 4. Intellectual Property and Licensing: This section covers the ownership, transfer, and licensing of intellectual property rights, including patents, trademarks, copyrights, and trade secrets. It ensures the protection and proper utilization of proprietary information during and after the merger. 5. Employment Arrangements: The agreement may address the terms of employment for MapQuest. Com, Inc.'s employees post-merger, including job security, benefits, compensation, and potential relocations or terminations. It's important to note that the specific terms and provisions of the Montana Agreement and Plan of Merger between America Online, Inc., ME Acquisition, Inc., and MapQuest. Com, Inc. may vary depending on the nature of the merger, the companies involved, and the applicable laws and regulations. Therefore, different types or variations of this agreement may exist to cater to specific circumstances or industries.
The Montana Agreement and Plan of Merger between America Online, Inc., ME Acquisition, Inc., and MapQuest. Com, Inc. refers to a legal document outlining the terms and conditions of a merger between these three entities. This agreement signifies the intention of America Online, Inc. to acquire MapQuest. Com, Inc. through the establishment of a new corporate entity, ME Acquisition, Inc. The Montana Agreement and Plan of Merger encompasses a wide range of key provisions and details, ensuring a smooth transition and integration of the two companies. It covers various aspects, including financial terms, corporate governance, stock options, intellectual property rights, and employment arrangements. This comprehensive agreement seeks to protect the interests of all parties involved and promote transparency and cooperation throughout the merger process. Key terms and provisions within the Montana Agreement and Plan of Merger may include: 1. Financial Terms: The agreement specifies the exchange ratio at which the shares of MapQuest. Com, Inc. will be converted into shares of ME Acquisition, Inc. Additionally, it may outline the payment mechanism, consideration, and potential adjustments. 2. Corporate Governance: This section deals with the composition of the new company's board of directors and executive management team. It may define the roles and responsibilities of key individuals, appointment procedures, and decision-making processes. 3. Stock Options and Equity: The agreement outlines the treatment of stock options, restricted stock units, and other equity-based awards held by employees of MapQuest. Com, Inc. It may address issues such as vesting periods, conversion rates, and any modifications to existing agreements. 4. Intellectual Property and Licensing: This section covers the ownership, transfer, and licensing of intellectual property rights, including patents, trademarks, copyrights, and trade secrets. It ensures the protection and proper utilization of proprietary information during and after the merger. 5. Employment Arrangements: The agreement may address the terms of employment for MapQuest. Com, Inc.'s employees post-merger, including job security, benefits, compensation, and potential relocations or terminations. It's important to note that the specific terms and provisions of the Montana Agreement and Plan of Merger between America Online, Inc., ME Acquisition, Inc., and MapQuest. Com, Inc. may vary depending on the nature of the merger, the companies involved, and the applicable laws and regulations. Therefore, different types or variations of this agreement may exist to cater to specific circumstances or industries.