0001193125-07-117414 Sample Contracts

EMPLOYMENT AGREEMENT
Nonqualified Stock Option Agreement • May 17th, 2007 • Seracare Life Sciences Inc • In vitro & in vivo diagnostic substances • Massachusetts
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AGREEMENT AND PLAN OF MERGER OF SERACARE LIFE SCIENCES, INC. (a California corporation) AND SERACARE REORGANIZATION COMPANY, INC. (a Delaware corporation)
Agreement and Plan of Merger • May 17th, 2007 • Seracare Life Sciences Inc • In vitro & in vivo diagnostic substances

This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into on May 17, 2007 by SeraCare Life Sciences, Inc. (“SeraCare California”), a business corporation of the State of California, and SeraCare Reorganization Company, Inc. (“SeraCare Delaware”), a business corporation of the State of Delaware, pursuant to the order of the United States Bankruptcy Court of the Southern District of California confirming the First Amended Joint Plan of Reorganization of the Debtor and the Ad Hoc Committee, as modified, of SeraCare California, Bankr. S.D. Cal. No. 06-510 (the “Joint Plan”).

EMPLOYMENT AGREEMENT
Stock Option Agreement • May 17th, 2007 • Seracare Life Sciences Inc • In vitro & in vivo diagnostic substances • Massachusetts

THIS STOCK OPTION AGREEMENT (this “Option Agreement”) dated by and between FPI Holding Corporation, a Delaware corporation (the “Corporation”), and (the “Participant”) evidences the stock option (the “Option”) granted by the Corporation to the Participant as to the number of shares of the Corporation’s non-voting Common Stock, par value $0.001 per share (the “Class A Common Stock”), first set forth below.

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