Common Contracts

9 similar null contracts by Us Airways Inc, Bull Run Corp, Clarent Corp/Ca, others

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RECITALS:
Verso Technologies Inc • January 27th, 2005 • Services-computer integrated systems design
FLEET CAPITAL CORPORATION One South Wacker Drive Suite 1400
Pw Eagle Inc • March 27th, 2003 • Miscellaneous plastics products
June 27, 2002
Nationwide Health Properties Inc • July 3rd, 2002 • Real estate investment trusts

This letter agreement confirms that pursuant to the Distribution Agreement, dated February 18, 1999 (the "Distribution Agreement") and the consent dated June 24, 2002 and the consent dated June 25, 2002, from Merrill Lynch, Pierce, Fenner & Smith Incorporated and Goldman, Sachs & Co., respectively, Nationwide Health Properties, Inc. (the "Company") has appointed you as an Agent, on the basis set forth below, solely with respect to your purchase as principal of certain Medium-Term Notes specified in the Terms Agreement, dated June 27, 2002 (the "Purchased Notes"), a copy of which is attached hereto.

December 21, 1998
Medtronic Inc • December 22nd, 1998 • Electromedical & electrotherapeutic apparatus

You have requested our opinion as to certain United States federal income tax consequences of the merger (the "Merger") of MSD Merger Corp. ("Merger Subsidiary"), an Indiana corporation and a wholly-owned subsidiary of Medtronic, Inc. ("Parent"), a Minnesota corporation, with and into Sofamor Danek Group, Inc. (the "Company"), an Indiana corporation. The Merger is being consummated pursuant to the Agreement and Plan of Merger by and among Parent, Merger Subsidiary and the Company dated as of November 1, 1998 (the "Merger Agreement"). Unless otherwise defined, capitalized terms used herein have the meanings assigned to them in the Merger Agreement.

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