TERMINATION AGREEMENTTermination Agreement • December 6th, 2021 • Healthequity, Inc. • Services-business services, nec
THIS TERMINATION AGREEMENT (this “Termination Agreement”), effective as of December 3, 2021 (the “Effective Date”), is made and entered into by and between Further Operations, LLC, a Delaware limited liability company (fka Viking Acquisition Corp., a Delaware corporation) and wholly owned subsidiary of HealthEquity, Inc., a Delaware corporation (“Buyer”), and MII Life Insurance, Incorporated d/b/a Further, a Minnesota corporation (“Seller”). Capitalized terms used but not defined herein shall have the same meanings as in that certain VEBA Asset Purchase Agreement (the “VEBA Purchase Agreement”), dated as September 7, 2021 by and among Seller, Buyer, and HealthEquity, Inc.
CUSTODIAL TRANSFER AND ASSET PURCHASE AGREEMENT by and among HEALTH SAVINGS ADMINISTRATORS, L.L.C. FPS TRUST COMPANY, LLC BLUFF POINT ASSOCIATES CORP. and HEALTHEQUITY, INC. dated as of December 4, 2021Custodial Transfer and Asset Purchase Agreement • December 6th, 2021 • Healthequity, Inc. • Services-business services, nec • Delaware
This CUSTODIAL TRANSFER AND ASSET PURCHASE AGREEMENT, dated as of December 4, 2021 (this “Agreement”), is by and among Health Savings Administrators, L.L.C., a Virginia limited liability company (“Seller”), FPS Trust Company, LLC, a Colorado limited liability company (“Custodian”), Bluff Point Associates Corp., a Delaware corporation (“Bluff Point”), HealthEquity, Inc., a Delaware corporation (“Buyer”) and, solely for purposes of Section 8.4, Financial Processing Solutions Group, LLC, dba IPX Retirement, a Delaware limited liability company (“IPX”) and FPS Services, LLC, a Delaware limited liability company (“FPS Services”).
