ContractArcadia Resources, Inc • March 31st, 2009 • Services-personal services
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”). NO INTEREST IN THIS NOTE MAY BE OFFERED OR SOLD EXCEPT PURSUANT TO (i) AN EFFECTIVE REGISTRATION STATEMENT UNDER THE ACT, (ii) TO THE EXTENT APPLICABLE, PURSUANT TO RULE 144 UNDER THE ACT (OR ANY SIMILAR RULE UNDER THE ACT), OR (iii) AN EXEMPTION FROM REGISTRATION UNDER THE ACT WHERE THE HOLDER HAS FURNISHED TO THE PAYOR AN ACCEPTABLE OPINION OF ITS COUNSEL THAT AN EXEMPTION PROM REGISTRATION UNDER THE ACT IS AVAILABLE.
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • March 31st, 2009 • Arcadia Resources, Inc • Services-personal services • New York
Assignment and Assumption Agreement (as the same may be amended, supplemented or otherwise modified from time to time, this “Assignment and Assumption Agreement”), dated as of March 25, 2009 (the “Effective Date”), by and between Arcadia Products, Inc., a Delaware corporation, Arcadia Home Health Products, Inc., a Delaware corporation, O2 Plus, a California corporation, Lovell Medical Supply, Inc., a North Carolina corporation, Arcadia Home Mideast, Inc., a Delaware corporation, Beacon Respiratory Services of Alabama, Inc., a Delaware corporation, Beacon Respiratory Services of Georgia, Inc., a Delaware corporation, American Oxygen and Medical Equipment, Inc., an Illinois corporation, Arcadia Home Oxygen and Medical Equipment, Inc., a Michigan corporation, and Trinity Healthcare of Winston-Salem, Inc., a Georgia corporation (each, an “Assignor” and collectively, the “Assignors”), Arcadia Resources, Inc., a Nevada corporation (“Assignee”), JANA Master Fund, Ltd. (“JANA”), Vicis Capital
MASTER EXCHANGE AGREEMENTMaster Exchange Agreement • March 31st, 2009 • Arcadia Resources, Inc • Services-personal services • New York
Arcadia Resources, Inc., a corporation organized and existing under the laws of the State of Nevada (USA), whose principal place of business is located at 9229 Delegates Row, Suite 260, Indianapolis, IN 46240 (“Arcadia”)
