Agreement and Plan of Merger Involving New York Governing Law

Provided below are links to Agreement and Plan of Mergers with New York governing law clauses. Governing law provisions (also knows as choice of law or controlling law clauses) in contracts are frequently used by the agreement parties to specify which jurisdiction's laws will be applied to interpreting the contractual provisions and obligations. By quickly reviewing Agreement and Plan of Mergers to find contracts with New York governing law, you can customize your agreements to meet New York requirements.

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401) AGREEMENT AND PLAN OF MERGER AND REORGANIZATION

Parties: KEITH COMPANIES INC | STANTEC INC., | STANTEC CONSULTING CALIFORNIA INC.
Law Firm: Shearman & Sterling LLP; Akin Gump Strauss Hauer & Feld LLP
Document Date: 4/18/2005
Industry: Business Services
Sector: Services
Governing Law:New York

402) AGREEMENT AND PLAN OF MERGER

Parties: BRIGHTON INVESTMENT HOLDING CO., INC. | IMPACT MEDICAL SOLUTIONS, INC.
Law Firm: Schonfeld Weinstein LLP;Troy & Gould PC
Document Date: 4/15/2005
Governing Law:New York

403) AGREEMENT AND PLAN OF MERGER

Parties: PSLT OP, LP | VENTAS, INC | VTRP MERGER SUB, LLC
Law Firm: Willkie Farr;Sidley Austin
Document Date: 4/14/2005
Industry: Real Estate Operations
Sector: Services
Governing Law:New York

404) AGREEMENT AND PLAN OF MERGER BY AND AMONG VENTAS, INC. VTRP MERGER SUB, LLC AND PROVIDENT SENIOR LIVING TRUST DATED AS OF APRIL 12, 2005 TABLE OF CONTENTS

Parties: VENTAS INC | VTRP MERGER SUB, LLC | PROVIDENT SENIOR LIVING TRUST
Law Firm: Sidley Austin Brown & Wood LLP; Willkie Farr & Gallagher LLP
Document Date: 4/14/2005
Industry: Real Estate Operations
Governing Law:New York

405) EXHIBIT B MERGER AGREEMENT

Parties: MICHELEX CORP | Stradaveri, Inc., | Hindsight Records, Inc.,
Law Firm: Gottbetter & Partners, LLP
Document Date: 4/13/2005
Governing Law:New York

406) AGREEMENT AND PLAN OF MERGER

Parties: Hindsight Records, Inc | Michelex Corporation | Stradaveri, Inc
Document Date: 4/13/2005
Governing Law:New York

407) AGREEMENT AND PLAN OF MERGER

Parties: ANALYSTS INTERNATIONAL CO
Law Firm: Sills Cummis Epstein & Gross P.C; Fredrikson & Byron, P.A.
Document Date: 4/13/2005
Industry: Software and Programming
Sector: Technology
Governing Law:New York

408) AGREEMENT AND PLAN OF MERGER

Parties: COMPUTER HORIZONS CORP
Law Firm: Sills Cummis Epstein & Gross P.C; Fredrikson & Byron, P.A.
Document Date: 4/13/2005
Industry: Software and Programming
Sector: Technology
Governing Law:New York

409) AGREEMENT AND PLAN OF MERGER

Parties: COMPUTER ASSOCIATES INTERNATIONAL, INC., | MINUTEMAN ACQUISITION CORP | CONCORD COMMUNICATIONS, INC.
Law Firm: Sullivan & Cromwell LLP; Bingham McCutchen LLP
Document Date: 4/12/2005
Industry: Software and Programming
Sector: Technology
Governing Law:New York

410) AGREEMENT AND PLAN OF MERGER

Parties: COMPUTER ASSOCIATES INTERNATIONAL, INC., | CONCORD COMMUNICATIONS, INC. | MINUTEMAN ACQUISITION CORP.
Law Firm: Sullivan & Cromwell LLP; Bingham McCutchen LLP
Document Date: 4/7/2005
Industry: Software and Programming
Sector: Technology
Governing Law:New York

411) EX-2.8 AGREEMENT AND PLAN OF MERGER

Parties: COGENT COMMUNICATIONS GROUP, INC | COGENT POTOMAC, INC. | NVA ACQUISITION, INC.
Document Date: 3/31/2005
Industry: Communications Services
Sector: Services
Governing Law:New York

412) EX-2.6 AGREEMENT AND PLAN OF MERGER

Parties: COGENT COMMUNICATIONS GROUP, INC | MARVIN INTERNET, INC. | UFO GROUP, INC.
Document Date: 3/31/2005
Industry: Communications Services
Governing Law:New York

413) AGREEMENT AND PLAN OF MERGER BY AND AMONG ADVENTURE HOLDINGS, S.A. THE SHAREHOLDERS OF ADVENTURE HOLDINGS, S.A.

Parties: Trinity Partners Acquisti
Law Firm: Seward & Kissel LLP
Document Date: 3/31/2005
Governing Law:New York

414) Merger Agreement

Parties: Bioaccelerate Holdings, Inc. | Inncardio, Inc. | Cengent Therapeutics, Inc.
Document Date: 3/30/2005
Governing Law:New York

415) AGREEMENT AND PLAN OF MERGER

Parties: Pacific Data Images, Inc | DreamWorks Animation SKG, Inc | DWA Acquisition Corp
Document Date: 3/28/2005
Governing Law:New York

416) AGREEMENT AND PLAN OF MERGER

Parties: Merger Co | Silver Lake Partners | SOLAR CAPITAL CORP | SUNGARD DATA SYSTEMS INC
Law Firm: Ropes Gray;Shearman Sterling
Document Date: 3/28/2005
Industry: Computer Services
Sector: Technology
Governing Law:New York

417) AGREEMENT OF PLAN OF MERGER

Parties: SUNGARD DATA SYSTEMS INC | SOLAR CAPITAL CORP.
Law Firm: Ropes & Gray LLP; Shearman & Sterling LLP
Document Date: 3/28/2005
Industry: Computer Services
Sector: Technology
Governing Law:New York

418) DEBTORS? THIRD AMENDED JOINT PLAN OF REORGANIZATION UNDER CHAPTER 11 OF THE BANKRUPTCY CODE

Parties: LORAL SPACE & COMMUNICATIONS LTD.
Law Firm: Stroock & Stroock & Lavan LLP; Weil, Gotshal & Manges LLP
Document Date: 3/28/2005
Industry: Electronic Instr. and Controls
Sector: Technology
Governing Law:New York

419) TRUST COMPANY AGREEMENT AND PLAN OF MERGER

Parties: ALLIANCE FINANCIAL CORP /NY/ | Alliance Bank, N.A. | HSBC Bank USA, N.A.
Law Firm: Nixon Peabody LLP; Dechert LLP
Document Date: 3/18/2005
Industry: Regional Banks
Governing Law:New York

420) MERGER AGREEMENT

Parties: CENUCO INC | Hermes Holding Company, Inc., | Hermes Acquisition Company I LLC
Law Firm: Taylor, Colicchio & Silverman, LLP; Akerman Senterfitt
Document Date: 3/17/2005
Industry: Security Systems and Services
Sector: Services
Governing Law:New York

421) EX-2.1 AGREEMENT AND PLAN OF MERGER

Parties: EQUIFAX INC | LAPHROAIG ACQUISITION CORPORATION | APPRO SYSTEMS, INC. | SHAWMUT EQUITY PARTNERS, L.P
Law Firm: Latham & Watkins LLP;Kilpatrick Stockton LLP
Document Date: 3/16/2005
Industry: Business Services
Governing Law:New York

422) EX-2.16 REORGANIZATION AGREEMENT

Parties: GENERAL MARITIME CORP/ | General Maritime Management Ltd | GMR Administration Corp
Document Date: 3/16/2005
Industry: Water Transportation
Sector: Transportation
Governing Law:New York

423) AGREEMENT AND PLAN OF REORGANIZATION

Parties: ARROW FINANCIAL CORP
Law Firm: Stinson Morrison Hecker LLP
Document Date: 3/14/2005
Industry: Regional Banks
Sector: Financial
Governing Law:New York

424) POST-CLOSING PAYMENT AGREEMENT

Parties: ARROW FINANCIAL CORP | GLENS FALLS NATIONAL BANK AND TRUST COMPANY | 429 SARATOGA ROAD CORPORATION | CAPITAL FINANCIAL GROUP, INC.
Document Date: 3/14/2005
Industry: Regional Banks
Sector: Financial
Governing Law:New York

425) Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and between HIBERNIA CORPORATION and CAPITAL ONE FINANCIAL CORPORATION DATED AS OF MARCH 6, 2005 AGREEMENT AND PLAN OF MERGER by and between HIBERNIA CORPORATION and CAPITAL ONE FINANCIAL CORPORATION DATED AS OF MARCH 6, 2005

Parties: CAPITAL ONE FINANCIAL CORPORATION | HIBERNIA CORPORATION
Law Firm: Skadden Arps;Wachtell Lipton;Cleary Gottlieb
Document Date: 3/9/2005
Industry: Consumer Financial Services
Sector: Financial
Governing Law:New York

426) EX-2.1: AGREEMENT AND PLAN OF MERGER

Parties: HIBERNIA CORPORATION | CAPITAL ONE FINANCIAL CORPORATION
Law Firm: Cleary Gottlieb Steen & Hamilton LLP
Document Date: 3/9/2005
Industry: Regional Banks
Sector: Financial
Governing Law:New York

427) AGREEMENT AND PLAN OF MERGERDATED AS OF DECEMBER 23, 2004 AMONG HTI ACQUISITION LLC HEADS & THREADS INTERNATIONAL LLC AND ALLEGHANY CORPORATION

Parties: HTI ACQUISITION LLC | HEADS & THREADS INTERNATIONAL LLC | ALLEGHANY CORPORATION
Law Firm: Dewey Ballantine LLP
Document Date: 3/8/2005
Industry: Misc. Fabricated Products
Governing Law:New York

428) AGREEMENT AND PLAN OF MERGER

Parties: BAE SYSTEMS NORTH AMERICA INC | UTE ACQUISITION COMPANY INC. | UNITED DEFENSE INDUSTRIES, INC.
Law Firm: Cravath, Swaine & Moore LLP; Gibson, Dunn & Crutcher LLP
Document Date: 3/7/2005
Industry: Aerospace and Defense
Sector: Capital Goods
Governing Law:New York

429) AGREEMENT AND PLAN OF MERGER

Parties: BAE SYSTEMS NORTH AMERICA INC | UNITED DEFENSE INDUSTRIES, INC | UTE ACQUISITION COMPANY INC
Law Firm: Gibson Dunn;Cravath Swaine
Document Date: 3/7/2005
Industry: Aerospace and Defense
Sector: Capital Goods
Governing Law:New York

430) TRUST COMPANY AGREEMENT AND PLAN MERGER

Parties: ALLIANCE FINANCIAL CORP / | Alliance Bank, N.A. | HSBC Bank USA, N.A.
Law Firm: Dechert LLP;Nixon Peabody LLP
Document Date: 3/3/2005
Industry: Regional Banks
Governing Law:New York

431) AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER

432) AMENDED AND RESTATED MERGER AGREEMENT, DATED AS OF

Parties: Horizon Lines, Inc. | H-LINES HOLDING CORP., | H-LINES SUBCORP., | TC GROUP, L.L.C.
Law Firm: Latham & Watkins LLP;Latham & Watkins LLP;Schulte Roth & Zabel LLP
Document Date: 3/2/2005
Governing Law:New York

433) EXHIBIT 2 EXECUTION COPY AGREEMENT AND PLAN OF MERGER FEBRUARY 28, 2005 BY AND AMONG SAP AMERICA, INC., SAPPHIRE EXPANSION CORPORATION, AND RETEK INC

Parties: Retek Inc | SAP AG | SAP AMERICA, INC | SAPPHIRE EXPANSION CORPORATION
Law Firm: Faegre Benson
Document Date: 2/28/2005
Industry: Software and Programming
Sector: Technology
Governing Law:New York

434) EXHIBIT 2 EXECUTION COPY AGREEMENT AND PLAN OF MERGER FEBRUARY 28, 2005 BY AND AMONG SAP AMERICA, INC., SAPPHIRE EXPANSION CORPORATION, AND RETEK INC.

Parties: RETEK INC | SAP AMERICA, INC., | SAPPHIRE EXPANSION CORPORATION
Law Firm: Faegre & Benson LLP, Allen & Overy LLP
Document Date: 2/28/2005
Industry: Software and Programming
Governing Law:New York

435) AGREEMENT AND PLAN OF REORGANIZATION

Parties: Duncan Capital Financial Group, Inc | FAST EDDIE RACING STABLES, INC | FERS ACQUISITION CORP
Document Date: 2/23/2005
Governing Law:New York

436) AGREEMENT AND PLAN OF REORGANIZATION

Parties: Fast Eddie Racing Stables, Inc., | Glenn A. Little, | Duncan Capital Financial Group, Inc., | FERS Acquisition Corp.,
Law Firm: Cohen Tauber Spievack & Wagner LLP
Document Date: 2/23/2005
Governing Law:New York

437) EMERGENT MERGER AGREEMENT

Parties: MONSANTO CO /NEW/ | EG ACQUISITION CO. | EMERGENT GENETICS, INC. | INTERNATIONAL SEED HOLDINGS, L.P.
Law Firm: Bryan Cave LLP; Weil, Gotshal & Manges LLP
Document Date: 2/22/2005
Industry: Chemical Manufacturing
Sector: Basic Materials
Governing Law:New York

438) AGREEMENT AND PLAN OF MERGER DATED AS OF FEBRUARY 14, 2005 AMONG VERIZON COMMUNICATIONS INC., ELI ACQUISITION, LLC AND MCI, INC

Parties: ELI ACQUISITION, LLC | MCI, INC | VERIZON COMMUNICATIONS INC
Law Firm: Davis Polk;Debevoise Plimpton
Document Date: 2/17/2005
Industry: Communications Services
Sector: Services
Governing Law:New York

439) AGREEMENT AND PLAN OF MERGER DATED AS OF FEBRUARY 14, 2005 AMONG VERIZON COMMUNICATIONS INC., ELI ACQUISITION, LLC AND MCI, INC

440) AGREEMENT AND PLAN OF MERGER DATED AS OF FEBRUARY 14, 2005 AMONG VERIZON COMMUNICATIONS INC., ELI ACQUISITION, LLC AND MCI, INC.

Parties: MCI INC | VERIZON COMMUNICATIONS INC., | ELI ACQUISITION, LLC
Law Firm: Debevoise & Plimpton, Davis, Polk & Wardwell
Document Date: 2/17/2005
Industry: Communications Services
Governing Law:New York

441) AGREEMENT AND PLAN OF MERGER

Parties: VERIZON COMMUNICATIONS INC., | MCI, INC. | ELI ACQUISITION, LLC
Law Firm: Debevoise & Plimpton LLP
Document Date: 2/17/2005
Industry: Communications Services
Sector: Services
Governing Law:New York

442) FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATION

Parties: JORGENSEN EARLE M CO /DE/ | Earle M. Jorgensen Holding Company, Inc | Earle M. Jorgensen Company | EMJ Metals LLC
Document Date: 2/11/2005
Governing Law:New York

443) FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATION

Parties: Earle M Jorgensen Company | Earle M Jorgensen Holding Company, Inc | EMJ Metals LLC
Document Date: 2/11/2005
Governing Law:New York

444) RESTRUCTURING AGREEMENT

Parties: BOOKHAM, INC. | Bookham Technology plc | Nortel Networks UK Limited | Nortel Networks Corporation
Law Firm: Wilmer Cutler Pickering Hale and Dorr LLP,
Document Date: 2/10/2005
Industry: Communications Equipment
Sector: Technology
Governing Law:New York

445) AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER

Parties: SCANSOFT INC | PHONETIC SYSTEMS, LTD. | PHONETICS ACQUISITION LTD. | MAGNUM COMMUNICATIONS FUND L.P.
Law Firm: Meitar Liquornik Geva & Leshem Brandwein
Document Date: 2/7/2005
Industry: Software and Programming
Governing Law:New York

446) AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER

Parties: PHONETIC SYSTEMS, LTD | PHONETICS ACQUISITION LTD | Professional Corporation | ScanSoft, Inc
Law Firm: Wilson Sonsini
Document Date: 2/7/2005
Industry: Software and Programming
Sector: Technology
Governing Law:New York

447) AMENDMENT TO AGREEMENT AND PLAN OF MERGER

Parties: Accuride Corporation | Amber Acquisition Corp | Transportation Technologies Industries, Inc
Document Date: 2/4/2005
Governing Law:New York

448) AMENDMENT TO AGREEMENT AND PLAN OF MERGER

Parties: ACCURIDE CORP
Document Date: 2/4/2005
Governing Law:New York

449) [EXECUTION VERSION] AGREEMENT AND PLAN OF MERGER among AT&T CORP., SBC COMMUNICATIONS INC. and TAU MERGER SUB CORPORATION Dated as of January 30, 2005

Parties: ATT Corp | SBC COMMUNICATIONS INC | Tau Merger Sub Corporation
Law Firm: Wachtell Lipton;Sullivan Cromwell
Document Date: 2/2/2005
Industry: Communications Services
Sector: Services
Governing Law:New York

450) AGREEMENT AND PLAN OF MERGER

Parties: AT&|T CORP
Law Firm: Sullivan & Cromwell; Wachtell, Lipton, Rosen & Katz
Document Date: 2/2/2005
Industry: Communications Services
Sector: Services
Governing Law:New York

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