0000784199-16-000175 Sample Contracts

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AGREEMENT AND PLAN OF MERGER by and among ON-X LIFE TECHNOLOGIES HOLDINGS, INC., CRYOLIFE, INC., CAST ACQUISITION CORPORATION, FORTIS ADVISORS LLC, solely in its capacity as the Stockholders’ Representative and EACH OF THE HOLDERS Dated as of December...
Agreement and Plan of Merger • January 25th, 2016 • Cryolife Inc • Surgical & medical instruments & apparatus • New York

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made as of December 22, 2015, by and among ON-X LIFE TECHNOLOGIES HOLDINGS, INC., a Delaware corporation (“Company”), CRYOLIFE, INC., a Florida corporation (“Parent”), CAST ACQUISITION CORPORATION, a Delaware corporation (“Merger Sub”), Fortis Advisors LLC, a Delaware limited liability company, solely in its capacity as the representative of the Holders (the “Stockholders’ Representative”), and each of the Holders that become a party hereto via the execution of a Joinder Agreement or an Option Cancellation Agreement. Certain capitalized terms used herein are defined in Article I.

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • January 25th, 2016 • Cryolife Inc • Surgical & medical instruments & apparatus • Delaware

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 20, 2016, is by and between CryoLife, Inc., a Florida corporation (the “Company”), and each of the Persons set forth on the signature pages hereto (the “Investors”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Merger Agreement.

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