MERGER AGREEMENT

[// GUIDANCE: This template is drafted for a statutory merger under Arizona law (A.R.S. Title 10). Confirm the specific merger filing form and approval thresholds required by the Arizona Business Corporation Act.]

1. DOCUMENT HEADER

This MERGER AGREEMENT (this "Agreement") is entered into as of [EFFECTIVE DATE] by and among:
(a) [COMPANY NAME], an Arizona corporation ("Company");
(b) [PARENT NAME], a [STATE] corporation ("Parent"); and
(c) [MERGER SUB NAME], an Arizona corporation and a wholly-owned subsidiary of Parent ("Merger Sub").

9. DISPUTE RESOLUTION

9.1 Governing Law

This Agreement shall be governed by the laws of the State of Arizona, without giving effect to any choice-of-law provision.

9.2 Forum Selection

Each Party irrevocably submits to the exclusive jurisdiction of the state and federal courts located in Maricopa County, Arizona.

9.3 Jury Trial Waiver

EACH PARTY HEREBY WAIVES ANY RIGHT TO TRIAL BY JURY IN ANY ACTION ARISING OUT OF THIS AGREEMENT.

11. EXECUTION BLOCK

IN WITNESS WHEREOF, the Parties have caused this Merger Agreement to be executed as of the Effective Date.

[COMPANY NAME]
By: ___________________________
Name: _________________________
Title: __________________________

[PARENT NAME]
By: ___________________________
Name: _________________________
Title: __________________________

[MERGER SUB NAME]
By: ___________________________
Name: _________________________
Title: __________________________