FRESENIUS MEDICAL CARE AG & CO. KGaA AND THE BANK OF NEW YORK As Depositary AND OWNERS AND HOLDERS OF AMERICAN DEPOSITARY SHARES Amended and Restated Deposit Agreement (For Ordinary Bearer Shares) Dated as of February 26, 2007Deposit Agreement • February 26th, 2007 • Fresenius Medical Care AG & Co. KGaA • Services-misc health & allied services, nec • New York
AMENDED AND RESTATED DEPOSIT AGREEMENT dated as of February 26, 2007, among Fresenius Medical Care AG & Co. KGaA, a partnership limited by shares (Kommanditgesellschaft auf Aktien) organized under the laws of the Federal Republic of Germany and registered with the commercial register of the local court (Amtsgericht) of Hof an der Saale, Germany under the registration number HRB 4019 (herein called the Company), THE BANK OF NEW YORK, a New York banking corporation (herein called the Depositary), and all Owners and holders from time to time of American Depositary Shares issued hereunder.
AMENDMENT FOR LEASE AGREEMENT FOR MANUFACTURING FACILITIESLease Agreement • February 26th, 2007 • Fresenius Medical Care AG & Co. KGaA • Services-misc health & allied services, nec
Whereas, as part of the formation of Fresenius Medical Care in 1996, the Landlord and the Tenant (hereinafter together referred to as “the Parties”) entered into a Lease Agreement for Manufacturing Facilities for the leased space in St. Wendel, Frankfurter Strasse 6-8, dated September 30, 1996 (hereinafter referred to as “the Lease Agreement”);
AMENDMENT FOR LEASE AGREEMENT FOR OFFICE BUILDINGSLease Agreement for Office Buildings • February 26th, 2007 • Fresenius Medical Care AG & Co. KGaA • Services-misc health & allied services, nec
Whereas, as part of the formation of Fresenius Medical Care in 1996, the Landlord and the Tenant (hereinafter together referred to as “the Parties”) entered into a Lease Agreement for Office Buildings for the leased space in Bad Homburg, Daimler Strasse 15, on September 30, 1996 (hereinafter referred to as “the Lease Agreement”);
RENEWED POST-CLOSING COVENANT AGREEMENTClosing Covenant Agreement • February 26th, 2007 • Fresenius Medical Care AG & Co. KGaA • Services-misc health & allied services, nec
RENEWED POST-CLOSING COVENANT AGREEMENT effective as of January 1, 2007 (hereinafter referred to as “the Effective Time”) among Fresenius AG, an Aktiengesellschaft organized under the laws of the Federal Republic of Germany (“FAG”) and Fresenius Medical Care AG & Co KGaA, a Kommanditgesellschaft auf Aktien organized under the laws of the Federal Republic of Germany (“FMC”).
