Common use of RECITALS OF THE COMPANY AND THE SUBSIDIARY GUARANTORS Clause in Contracts

RECITALS OF THE COMPANY AND THE SUBSIDIARY GUARANTORS. The Company has duly authorized the creation of an issue of its 12.50% Senior Secured Notes due 2007 (the "Securities") of substantially the tenor hereinafter set forth, and to provide therefor the Company has duly authorized the execution and delivery of this Indenture. The Company, directly or indirectly, owns beneficially and of record 100% of the Capital Stock of the Subsidiary Guarantors; the Company and the Subsidiary Guarantors are members of the same consolidated group of companies; the Subsidiary Guarantors will derive direct and indirect economic benefit from the issuance of the Securities; accordingly, the Subsidiary Guarantors have each duly authorized the execution and delivery of this Indenture to provide for the Guarantee by each of them with respect to the Securities as set forth in this Indenture. All things necessary to make the Securities, when executed by the Company and authenticated and delivered hereunder and duly issued by the Company, the valid obligations of the Company, to make the Guarantees of each of the Subsidiary Guarantors, when executed by the respective Subsidiary Guarantors and endorsed on the Securities, authenticated and delivered hereunder, the valid obligations of the respective Subsidiary Guarantors, and to make this Indenture a valid agreement of the Company and each of the Subsidiary Guarantors, in accordance with their and its terms, will have been done.

RECITALS OF THE COMPANY AND THE SUBSIDIARY GUARANTORS. The Company has duly authorized the creation of an issue of its 12.50___% Senior Secured Subordinated Notes due 2007 (the "Securities") 2006 of substantially the tenor and amount hereinafter set forth, and to provide therefor the Company has duly authorized the execution and delivery of this Indenture. The Company, directly or indirectly, owns as of the date hereof beneficially and of record 100% of the Capital Stock of the Subsidiary Guarantors; the Company and the Subsidiary Guarantors are members of the same consolidated group of companiescompanies and are engaged in related businesses; the Subsidiary Guarantors will derive direct and indirect economic benefit from the issuance of the Securities; accordingly, the each Subsidiary Guarantors have each Guarantor has duly authorized the execution and delivery of this Indenture to provide for its full, unconditional and joint and several guarantee of the Guarantee by each of them with respect to the Securities as set forth in this IndentureSecurities. All things necessary to make the Securities, when executed by the Company and authenticated and delivered hereunder and duly issued by the Company, the valid obligations of the Company, to make the Guarantees (as hereinafter defined) of each of the Subsidiary Guarantors, when executed by the respective Subsidiary Guarantors and endorsed on the Securities, authenticated and delivered hereunder, the valid obligations of the respective Subsidiary Guarantors, and to make this Indenture a valid agreement of the Company and each of the Subsidiary Guarantors, Guarantors in accordance with their and its terms, will have been done.

RECITALS OF THE COMPANY AND THE SUBSIDIARY GUARANTORS. The Company has duly authorized the creation of an issue of its 12.507.375% Senior Secured Notes due 2007 (the "Securities") October 1, 2022 of substantially the tenor and amount hereinafter set forth, and to provide therefor the Company has duly authorized the execution and delivery of this Indenture. The Company, directly or indirectly, owns beneficially and of record 100% of the Capital Stock of the Subsidiary Guarantors; the Company and the presently existing Subsidiary Guarantors are members of the same consolidated group of companiescompanies and are engaged in related businesses; the presently existing Subsidiary Guarantors will derive direct and indirect economic benefit from the issuance of the Securities; accordingly, the each presently existing Subsidiary Guarantors have each Guarantor has duly authorized the execution and delivery of this Indenture to provide for its full, unconditional, irrevocable and joint and several guarantee of the Guarantee by each of them with respect to the Securities as set forth in this IndentureSecurities. All things necessary to make the Securities, when executed by the Company and authenticated and delivered hereunder and duly issued by the Company, the valid obligations of the Company, to make the Subsidiary Guarantees (as hereinafter defined) of each of the Subsidiary Guarantors, when executed by the respective Subsidiary Guarantors and endorsed on the Securities, authenticated and delivered hereunder, the valid obligations of the respective Subsidiary Guarantors, and to make this Indenture a valid agreement of the Company and each of the Subsidiary Guarantors, Guarantors in accordance with their and its terms, will have been done.

RECITALS OF THE COMPANY AND THE SUBSIDIARY GUARANTORS. The Company has duly authorized the creation of an issue of its 12.50% Senior Secured Notes due 2007 (the "Securities") of substantially the tenor hereinafter set forth, and to provide therefor the Company has duly authorized the execution and delivery of this Indenture. The Company, directly or indirectly, owns beneficially and of record 100% of the Capital Stock of the Subsidiary Guarantors; the Company and the Subsidiary Guarantors are members of the same consolidated group of companies; the Subsidiary Guarantors will derive direct and indirect economic benefit from the issuance of the Securities; accordingly, the Subsidiary Guarantors have each duly authorized the execution and delivery of this Indenture to provide for the Guarantee by each of them with respect to the Securities as set forth in this Indenture. All things necessary to make the Securities, when executed by the Company and authenticated and delivered hereunder and duly issued by the Company, the valid obligations of the Company, to make the Guarantees of each of the Subsidiary Guarantors, when executed by the respective Subsidiary Guarantors and endorsed on the Securities, authenticated and delivered hereunder, the valid obligations of the respective Subsidiary Guarantors, and to make this Indenture a valid agreement of the Company and each of the Subsidiary Guarantors, in accordance with their and its terms, will have been done.

RECITALS OF THE COMPANY AND THE SUBSIDIARY GUARANTORS. The Company has duly authorized the creation of an issue of its 12.50% Senior Secured Floating Rate Notes due 2007 (the "Securities") November 26, 2001 of substantially the tenor and amount hereinafter set forth, and to provide therefor the Company has duly authorized the execution and delivery of this Indenture. The Company, directly or indirectly, owns beneficially and of record 100% of the Capital Stock of the Subsidiary Guarantors; the Company and the presently existing Subsidiary Guarantors are members of the same consolidated group of companiescompanies and are engaged in related businesses; the presently existing Subsidiary Guarantors will derive direct and indirect economic benefit from the issuance of the Securities; accordingly, the each presently existing Subsidiary Guarantors have each Guarantor has duly authorized the execution and delivery of this Indenture to provide for its full, unconditional, irrevocable and joint and several guarantee of the Guarantee by each of them with respect to the Securities as set forth in this IndentureSecurities. All things necessary to make the Securities, when executed by the Company and authenticated and delivered hereunder and duly issued by the Company, the valid obligations of the Company, to make the Subsidiary Guarantees (as hereinafter defined) of each of the Subsidiary Guarantors, when executed by the respective Subsidiary Guarantors and endorsed on the Securities, authenticated and delivered hereunder, the valid obligations of the respective Subsidiary Guarantors, and to make this Indenture a valid agreement of the Company and each of the Subsidiary Guarantors, Guarantors in accordance with their and its terms, will have been done.

RECITALS OF THE COMPANY AND THE SUBSIDIARY GUARANTORS. The Company has duly authorized the creation of an issue of its 12.5010.75% Senior Secured Notes due 2007 (the "Securities") 2004 of substantially the tenor and amount hereinafter set forth, and to provide therefor the Company has duly authorized the execution and delivery of this Indenture. The CompanySecurities may consist of either or both of Original Securities or Exchange Securities, directly or indirectly, owns beneficially each as defined herein. The Original Securities and of record 100% of the Capital Stock of the Subsidiary Guarantors; the Exchange Securities shall rank pari passu with one another. The Company and the presently existing Subsidiary Guarantors are members of the same consolidated group of companiescompanies and are engaged in related businesses; the presently existing Subsidiary Guarantors will derive direct and indirect economic benefit from the issuance of the Securities; accordingly, the each presently existing Subsidiary Guarantors have each Guarantor has duly authorized the execution and delivery of this Indenture to provide for its full, unconditional and joint and several guarantee of the Guarantee by each of them with respect to the Securities as set forth in this IndentureSecurities. All things necessary to make the Securities, when executed by the Company and authenticated and delivered hereunder and duly issued by the Company, the valid obligations of the Company, to make the Subsidiary Guarantees (as hereinafter defined) of each of the Subsidiary Guarantors, when executed by the respective Subsidiary Guarantors and endorsed on the Securities, authenticated and delivered hereunder, the valid obligations of the respective Subsidiary Guarantors, and to make this Indenture a valid agreement of the Company and each of the Subsidiary Guarantors, Guarantors in accordance with their and its terms, will have been done. All things necessary to make the Subsidiary Guarantees, when executed by the Subsidiary Guarantors, the valid obligation of the Subsidiary Guarantors, and to constitute these presents a valid indenture and agreement of the Subsidiary Guarantors, according to its terms, have been done.

RECITALS OF THE COMPANY AND THE SUBSIDIARY GUARANTORS. The Company has duly authorized the creation of an issue of its 12.50% Senior Secured Notes due 2007 (the "Securities") of substantially the tenor hereinafter set forth, and to provide therefor the Company has duly authorized the execution and delivery of this IndentureIndenture to provide for the issuance of its 9% Senior Subordinated Notes due December 1, 2006 (hereinafter called the "Securities" or "Security") of substantially the tenor hereinafter provided, including, without limitation, Securities issued to evidence loans made to the Company of the proceeds from the issuance by Fresenius Medical Care Capital Trust, a Delaware business trust (the "Trust"), of preferred trust interests in such Trust (the "Preferred Securities") and common interests in such Trust (the "Common Securities" and, collectively with the Preferred Securities, the "Trust Securities"), and to provide the terms and conditions upon which the Securities are to be authenticated, issued and delivered. The Company, directly or indirectly, owns beneficially and of record 100% of the Capital Stock of the Subsidiary GuarantorsGuarantors (other than the preferred stock of Fresenius National Medical Care Holdings, Inc.); the Company and the Subsidiary Guarantors are members of the same consolidated group of companiescompanies and are engaged in related businesses; the Subsidiary Guarantors will derive direct and indirect economic benefit from the issuance of the Securities; accordingly, the Subsidiary Guarantors have each duly authorized the execution and delivery of this Indenture to provide for the Guarantee by each of them with respect to the Securities as set forth in this Indenture. All things necessary to make the Securities, when executed by the Company and authenticated and delivered hereunder and duly issued by the Company, the valid obligations of the Company, to make the Guarantees of each of the Subsidiary Guarantors, when executed by the respective Subsidiary Guarantors and endorsed on the Securities, authenticated and delivered hereunder, the valid obligations of the respective Subsidiary Guarantors, and to make this Indenture a valid agreement of the Company and each of the Subsidiary Guarantors, Guarantors in accordance with their and its terms, will have been done.

RECITALS OF THE COMPANY AND THE SUBSIDIARY GUARANTORS. The Company has duly authorized the creation of an issue of its 12.50% Senior Secured 5.875 per cent Notes due 2007 (the "Securities") November 15, 2004 of substantially the tenor and amount hereinafter set forth, and to provide therefor the Company has duly authorized the execution and delivery of this Indenture. The Company, directly or indirectly, owns beneficially and of record 100% of the Capital Stock of the Subsidiary Guarantors; the Company and the presently existing Subsidiary Guarantors are members of the same consolidated group of companiescompanies and are engaged in related businesses; the presently existing Subsidiary Guarantors will derive direct and indirect economic benefit from the issuance of the Securities; accordingly, the each presently existing Subsidiary Guarantors have each Guarantor has duly authorized the execution and delivery of this Indenture to provide for its full, unconditional, irrevocable and joint and several guarantee of the Guarantee by each of them with respect to the Securities as set forth in this IndentureSecurities. All things necessary to make the Securities, when executed by the Company and authenticated and delivered hereunder and duly issued by the Company, the valid obligations of the Company, to make the Subsidiary Guarantees (as hereinafter defined) of each of the Subsidiary Guarantors, when executed by the respective Subsidiary Guarantors and endorsed on the Securities, authenticated and delivered hereunder, the valid obligations of the respective Subsidiary Guarantors, and to make this Indenture a valid agreement of the Company and each of the Subsidiary Guarantors, Guarantors in accordance with their and its terms, will have been done.