ASSET PURCHASE AGREEMENTAsset Purchase Agreement • December 18th, 2009 • Xcorporeal, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
This Asset Purchase Agreement (the “Agreement”) is made and executed this 14th day of December, 2009 by and among Xcorporeal, Inc., a Delaware corporation (“Xcorporeal”), Xcorporeal Operations, Inc., a Delaware corporation and a wholly owned subsidiary of Xcorporeal (“Operations”), National Quality Care, Inc., a Delaware corporation (“NQCI,” and together with Xcorporeal, Operations and NQCI, “Sellers”) and Fresenius USA, Inc., a Massachusetts corporation (“Purchaser”).
SHAREHOLDER VOTING AGREEMENTShareholder Voting Agreement • December 18th, 2009 • Xcorporeal, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
This SHAREHOLDER VOTING AGREEMENT (this “Agreement”) is entered into as of December 14, 2009, by and among Fresenius USA, Inc., a Massachusetts corporation (“Acquiror”) and the stockholders of Xcorporeal, Inc., a Delaware corporation (the “Company”), identified on Schedule A attached hereto (each a “Stockholder” and collectively, the “Stockholders”).
AGREEMENTAgreement • December 18th, 2009 • Xcorporeal, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
This AGREEMENT (the “Agreement”), dated as of December 14, 2009 (the “Effective Date”), is by and between Fresenius USA, Inc., a Massachusetts corporation with its principal executive office at 920 Winter Street, Waltham, MA 02451 (the “FUSA”), and Xcorporeal, Inc., a Delaware corporation with its principal executive office at 80 Empire Drive, Lake Forest, CA 92630 (“Xcorporeal”).
