Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Asterisks denote such omissions. ASSET PURCHASE AGREEMENT BY AND AMONG REALTIMEIMAGE LTD., REALTIMEIMAGE, INC., AND HTI ASSOCIATES, LLC APRIL 27, 2005Asset Purchase Agreement • May 3rd, 2005 • Idx Systems Corp • Services-computer integrated systems design • California
This ASSET PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of April 27, 2005 (the “Agreement Date”), by and between IDX Information Systems Corporation, a Vermont corporation (“Acquiror Parent”), IDX R&D Israel Ltd., an Israeli company (“Acquiror Sub,” and collectively with Acquiror Parent, “Acquiror”), RealTimeImage Ltd., an Israeli company (the “Parent”), RealTimeImage, Inc., a Delaware corporation and wholly-owned subsidiary of Parent (the “Sub”) and HTI Associates, LLC as the initial Shareholders’ Agent hereunder (as defined in Section 8.7). Parent and Sub are sometimes each referred to herein as a “Seller” and collectively, as “Sellers”.
