The Indiana Merger Agreement between Bay Micro Computers, Inc. and BMC Acquisition Corporation is a legally binding document that outlines the terms and conditions of the merger between the two entities. This agreement aims to provide a comprehensive framework for the consolidation of assets, operations, and liabilities of Bay Micro Computers, Inc. and BMC Acquisition Corporation into a single corporate entity. Keywords: Indiana Merger Agreement, Bay Micro Computers, Inc., BMC Acquisition Corporation, consolidation, assets, operations, liabilities, corporate entity In Indiana, there are primarily two types of merger agreements that can be established between Bay Micro Computers, Inc. and BMC Acquisition Corporation: 1. Statutory Merger Agreement: This type of merger agreement is governed by the Indiana Business Corporation Law and involves the consolidation of two or more entities into a single surviving corporation. The agreement specifies the terms of the merger, such as the exchange of shares, the treatment of existing contracts and agreements, and the transfer of assets and liabilities. 2. Asset Purchase Agreement: In certain cases, Bay Micro Computers, Inc. and BMC Acquisition Corporation may opt for an asset purchase agreement instead of a statutory merger. This type of agreement entails the sale and purchase of specific assets and liabilities of Bay Micro Computers, Inc. by BMC Acquisition Corporation. The agreement lays out the terms of the purchase, including the assets to be transferred, the purchase price, and any conditions or contingencies associated with the transaction. Both types of merger agreements require thorough due diligence, negotiation, and approval from the boards of directors and shareholders of both companies. These agreements must also comply with the relevant laws and regulations of Indiana to ensure a legally valid and enforceable merger process. Overall, the Indiana Merger Agreement between Bay Micro Computers, Inc. and BMC Acquisition Corporation is a key legal document that establishes the framework for their merger, providing a clear roadmap for the consolidation of assets and operations while protecting the rights and interests of both entities involved.