Powerdyne International Inc. Com Watch

from S-1 14 pages Agreement and Plan of Merger Between Greenmark Acquisition Corporation, a Delaware Corporation ("Greenmark"), and Powerdyne, Inc., a Nevada Corporation ("Powerdyne (Nevada)"), Greenmark and the Powerdyne (Nevada) Being Sometimes Referred to Herein as the "Constituent Corporations." Whereas, the Board of Directors of Each Constituent Corporation Deems It Advisable That the Constituent Corporations Merge Into a Single Corporation ("The Merger"); Now, Therefore, in Consideration of the Premises and the Respective Mutual Covenants, Representations and Warranties Herein Contained, the Parties Agree as Follows: 1. Surviving Corporation. Powerdyne (Nevada) Shall Be Merged With and Into Greenmark Which Shall Be the Surviving Corporation (Hereinafter the "Surviving Corporation") in Accordance With the Applicable Laws of the State of Delaware and the State of Nevada. 2. Merger Date. the Merger Shall Become Effective (The "Merger Date") Upon the Completion Of: (I) Adoption of This Agreement by the Shareholders of the Powerdyne (Nevada) Pursuant to the General Corporation Law of Nevada and by the Shareholders of Greenmark Pursuant to the General Corporation Law of Delaware; (II) Execution and Filing of the Certificate of Merger With the Commissioner of Corporations of the State of Nevada in Accordance With the General Corporation Law of Nevada; and (III) Execution and Filing of the Certificate of Merger With the Secretary of State of the State of Delaware in Accordance With the General Corporation Law of Delaware