50 of the Top 250 law firms use our Products every day
EXECUTION
COPY
AMENDMENT TO AGREEMENT AND
PLAN OF MERGER
This AMENDMENT TO AGREEMENT AND PLAN OF
MERGER (the “ Agreement ”) is entered
into on December 6, 2006 by and among Vicor Technologies, Inc., a
Delaware corporation (“ Vicor ”), SRKP 6, Inc.,
a Delaware corporation (“ SRKP ”), and Vicor
Acquisition Corp., a Delaware corporation (“ MergerCo
”).
RECITALS
WHEREAS , on July 28, 2006 Vicor, SRKP and MergerCo
entered into that certain Agreement and Plan of Merger (the "
Merger Agreement "), a copy of which is attached hereto as
Exhibit A ;
WHEREAS , Vicor, SRKP and MergerCo wish to extend the
closing date of the transactions contemplated by the Merger
Agreement from December 31, 2006 to March 31, 2007; and
WHEREAS , Section 9.4 of the Merger Agreement provides
that to the extent permitted by law, the Merger Agreement may be
amended by a subsequent writing signed by each of the parties upon
approval by each of the parties, whether before or after
stockholder approval of the Merger Agreement has been obtained;
provided, that after any such approval by the holders of Vicor
Common Stock, there shall be no amendment that reduces or modifies
in any material respect the consideration to be received by holders
of Vicor Common Stock.
NOW, THEREFORE, in consideration of the mutual covenants and
premises herein contained, the parties agree
|
