Cities Index.
Merger Notification

City Council/Public Finance and Economic Development Authority/Parking Authority
March 20, 2023

Document
Merger Notification
Meeting
March 20, 2023
Body
City Council/Public Finance and Economic Development Authority/Parking Authority
Original file
378 KB
Text extracted from the city's file for reading and search. Open the original on cityofmerced.legistar1.com. That file is the official record.

Govinvest
Insights to your financial future
May 27, 2021

VIA EMAIL CORRESPONDENCE
City of Merced
678 West 18th Street
Merced, CA 95340
Re: Notification of and Consent to the Merger of AdastraGov Inc. with and into GovInvest Inc.

Dear Sir or Madam:

As our valued partner, you may know AdastraGov Inc. ("AdastraGov") is currently a wholly-owned subsidiary of GovInvest, Inc. ("GovInvest"). GovInvest and AdastraGov now purpose to reorganize into one company by merging AdastraGov with and into GovInvest, with GovInvest as the surviving corporation (the "Merger"). In connection with the Merger, and specifically pursuant to the SERVICE AGREEMENT, dated March 29*, 2021 (the "Contract") between you and AdastraGov, AdastraGov is notifying you of the Merger.

To the extent that any assignment or transfer of the Contract to GovInvest that may occur as a result of the Merger (the "Transfer") requires your consent or gives rise to a right of termination, AdastraGov hereby respectfully requests such consent and waiver of any such termination right. Accordingly, by your signature below, you acknowledge that AdastraGov has notified you of the proposed Merger, and that you consent to the Transfer, waive any associated right of termination, and acknowledge the continued survival of the Contract without further modification with GovInvest as the counterparty following the closing of the Merger.

AdastraGov respectfully requests that you return a countersigned copy of this letter to Analyst, Derek Lee of AdastraGov, via PDF/email at [email protected] no later than June 15, 2021, and in any event, keep the matters described herein confidential.

If you have any questions, please feel free to call or e-mail Manager, Ron Broere of AdastraGov, at (310) 371-7106 or [email protected].
[remainder of page intentionally left blank; signature page follows] - 1-
ActiveUS 185101317v.2
ADASTRAGOV INC.

By:

Name: Ted Norman Price, III
Title: Chief Executive Officer
The undersigned acknowledges and consents to the matters described herein.

Date: June 10 _ 2021
Stiphanie Klut
By:

Name: Stephanie Dietz
Title
City Manager
ATTEST: APPROVED AS TO FORM:

CITY CLERK
PRudha a ank 4/2/21
BY. PHAEDRA A. NORTON Date
City Attorney

O MERCED CALLE

CITY NY
LEO- 889

ORATED APRIL D
Signature Page to Notification of and Consent to Acquisition ActiveUS 185101317v.2
Account Number: NIA
Amount: NIA

VERIFIED
BY: Verm
Finance Officer

FINANCE ENTRY
Contract No: 301530
Vendor Number: NIA
P.O. Number: NIA
Funds Available: No funds toercumber. u7001812
06/08/21
5L 6/8/21

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