Mutual Termination Agreement of Merger by GlobalOptions Group, LocatePlus Acquisition Corp., and LocatePlus Holdings

Summary

GlobalOptions Group, Inc., LocatePlus Acquisition Corporation, and LocatePlus Holdings Corporation have mutually agreed to terminate their previously signed Agreement and Plan of Merger as of September 25, 2006. All terms of the original merger agreement are now void, except for specific sections that will remain in effect. The parties also agree to release each other from any claims related to the terminated agreement. This termination is formalized by signatures from authorized representatives of each company.

EX-10.1 2 ex101to8k06282_09262006.htm sec document

Exhibit 10.1 LAW OFFICES OF MORTON S. TAUBMAN 1201 Fifteenth Street, N.W. Second Floor Washington, D.C. 20005 TELEPHONE ###-###-#### TELECOPIER ###-###-#### E-mail address ***@*** September 25, 2006 Geoffrey T. Chalmers, Esq. 33 Broad Street, Suite 1100 Boston, Ma 02109 Re: Termination of the Agreement and Plan of Merger (the "Agreement") entered into by and between GlobalOptions Group, Inc. ("Global"), LocatePlus Acquisition Corporation ("LPA"), and LocatePlus Holdings Corporation ("LocatePlus"), dated September 20, 2006. Dear Mr. Chalmers: Based upon information shared by and between the parties to the Agreement, subsequent to the date of execution, the respective Board of Directors of Global, LPA and LocatePlus have decided to mutually terminate the Agreement under Section 7.1(a) of said Agreement. The parties agree, as of the date hereof, all terms and conditions of the Agreement shall be null and void and no further effect, with the exception of Sections 5.4(b) and 5.6 of the Agreement, which shall survive the aforementioned mutual termination of the Agreement. The parties further agree that all the parties hereto fully release each other, and their respective employees, servants, and agents from any claims (including attorney's fees, costs, and expenses of every kind and however denominated) which could have been asserted, or may assert in the future against one another or their respective, employees, servants, and agents, relating to the Agreement. If the above represents the agreement among the parties, I respectfully request that you have your client execute where indicated below and I will do the same with my client. We agree that this letter agreement may be signed in counterpart and forwarded to the undersigned in either fax form or PDF to be effective. Respectfully submitted, /s/ Morton S. Taubman --------------------------- Morton S. Taubman Geoffrey T. Chalmers, Esq. Page two September 25, 2006 Terminate of the Agreement (defined in the caption, page 1) AGREED TO AND ACCEPTED: LOCATEPLUS HOLDINGS CORPORATION By: /s/ Jon R. Latorella ----------------------------------- Name: Jon R. Latorella Title: President and Chief Executive Officer GLOBALOPTIONS GROUP, INC. By: /s/ Harvey Schiller ----------------------------------- Name: Harvey Schiller Title: Chief Executive Officer LOCATEPLUS ACQUISITION CORPORATION By: /s/ Harvey Schiller ----------------------------------- Name: Harvey Schiller Title: Chief Executive Officer