Bio Vascular Inc Sample Contracts

EXHIBIT 4.1 RIGHTS AGREEMENT
Rights Agreement • June 2nd, 2006 • Synovis Life Technologies Inc • Orthopedic, prosthetic & surgical appliances & supplies • Minnesota
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COMMON STOCK
Purchase Agreement • September 21st, 1995 • Bio Vascular Inc • Surgical & medical instruments & apparatus • Minnesota
BACKGROUND
License Agreement • January 19th, 1996 • Bio Vascular Inc • Surgical & medical instruments & apparatus • Minnesota
ARTICLE I. DEFINITIONS -----------
Control Agreement • March 12th, 1999 • Bio Vascular Inc • Orthopedic, prosthetic & surgical appliances & supplies • Minnesota
BACKGROUND
Trademark- License Agreement • January 19th, 1996 • Bio Vascular Inc • Surgical & medical instruments & apparatus • Iowa
WITNESSETH:
Bio Vascular Inc • March 12th, 1999 • Orthopedic, prosthetic & surgical appliances & supplies
ARTICLE III MUTUAL RELEASE
Purchase and Sale Agreement • January 19th, 1996 • Bio Vascular Inc • Surgical & medical instruments & apparatus • Minnesota
RECITALS
Synovis Life Technologies Inc • January 12th, 2006 • Orthopedic, prosthetic & surgical appliances & supplies
Exhibit 10.1 ACQUISITION AGREEMENT AND PLAN OF REORGANIZATION
Acquisition Agreement and Plan of Reorganization • June 13th, 2002 • Synovis Life Technologies Inc • Orthopedic, prosthetic & surgical appliances & supplies
CHANGE IN CONTROL SEVERANCE AGREEMENT
Change in Control Severance Agreement • September 9th, 2011 • Synovis Life Technologies Inc • Orthopedic, prosthetic & surgical appliances & supplies • Minnesota

This Change in Control Severance Agreement (this “Agreement”), effective as of July 11, 2011 is between Synovis Life Technologies, Inc., a Minnesota corporation (“Parent Corporation”), on its behalf and on behalf of all of its Affiliates (collectively, and if the context requires, each individually, referred to herein as the “Company”), located at 2575 University Avenue W., St. Paul, Minnesota 55114 and Richard Lanigan, an individual residing at 31252 Via Parra, San Juan Capistrano, California 92765 (the “Executive”).

AGREEMENT AND PLAN OF MERGER AMONG BAXTER INTERNATIONAL INC., TWINS MERGER SUB, INC. AND SYNOVIS LIFE TECHNOGIES, INC. Dated as of December 12, 2011
Agreement and Plan of Merger • December 13th, 2011 • Synovis Life Technologies Inc • Orthopedic, prosthetic & surgical appliances & supplies • Minnesota

THIS AGREEMENT AND PLAN OF MERGER, dated as of December 12, 2011 (this “Agreement”), is made by and among Baxter International Inc., a Delaware corporation (“Parent”), Twins Merger Sub, Inc., a Minnesota corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and Synovis Life Technologies, Inc., a Minnesota corporation (the “Company”).

LEASE BETWEEN THE IRVINE COMPANY LLC AND SYNOVIS LIFE TECHNOLOGIES, INC.
Lease • January 5th, 2010 • Synovis Life Technologies Inc • Orthopedic, prosthetic & surgical appliances & supplies • California

THIS LEASE is made as of 21st day of July, 2009, by and between THE IRVINE COMPANY LLC, a Delaware limited liability company, hereafter called “Landlord,” and SYNOVIS LIFE TECHNOLOGIES, INC., a Minnesota corporation, hereafter called “Tenant.”

ASSET PURCHASE AGREEMENT AMONG HERAEUS VADNAIS, INC., HERAEUS MATERIALS CARIBE, INC., AND HERAEUS MATERIALS S.A., as Buyers, AND SYNOVIS INTERVENTIONAL SOLUTIONS, INC. SYNOVIS CARIBE, INC. AND SYNOVIS LIFE TECHNOLOGIES, INC., as Seller Parties Dated...
Asset Purchase Agreement • January 8th, 2008 • Synovis Life Technologies Inc • Orthopedic, prosthetic & surgical appliances & supplies • Delaware

This Asset Purchase Agreement (the “Agreement”) is entered into as of January 8, 2008 (the “Effective Date”), by and among Heraeus Vadnais, Inc., a Minnesota corporation (“Heraeus Vadnais”), Heraeus Materials Caribe, Inc., a Puerto Rico corporation (“Heraeus Materials Caribe”), Heraeus Materials S.A. (“Heraeus Materials” and together with Heraeus Vadnais and Heraeus Materials Caribe, the “Buyers”), Synovis Interventional Solutions, Inc., a Minnesota corporation (“Synovis Interventional”), Synovis Caribe, Inc., a Puerto Rico corporation (“Synovis Caribe” and together with Synovis Interventional, each a “Seller” and collectively, the “Sellers”), and Synovis Life Technologies, Inc., a Minnesota corporation (“Synovis Life” and together with the Sellers, the “Seller Parties”). The Buyers and the Sellers may each be referred to hereinafter as a “Party” or collectively as the “Parties”.

COMMERCIAL LEASE THIS AGREEMENT, made this 14th day of May, 1993 by and between the Douglas Greenfield IRA Trust, as Landlord, and Vital Images, Inc., as Tenant: WITNESSETH: That the said Landlord does hereby demise and lease to Tenant and Tenant does...
Commercial Lease • January 19th, 1996 • Bio Vascular Inc • Surgical & medical instruments & apparatus

THIS AGREEMENT, made this 14th day of May, 1993 by and between the Douglas Greenfield IRA Trust, as Landlord, and Vital Images, Inc., as Tenant:

FIRST AMENDMENT TO THE RIGHTS AGREEMENT
Rights Agreement • December 13th, 2011 • Synovis Life Technologies Inc • Orthopedic, prosthetic & surgical appliances & supplies • Minnesota

This FIRST AMENDMENT TO THE RIGHTS AGREEMENT, dated as of December 12, 2011 (this “Amendment”), to the Rights Agreement, dated as of June 1, 2006 (the “Rights Agreement”), is by and between Synovis Life Technologies, Inc., a Minnesota corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the “Rights Agent”). All capitalized terms used in this Amendment and not otherwise defined herein shall have the meanings ascribed to them in the Rights Agreement.

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Exhibit 10.1 ACQUISITION AGREEMENT AND PLAN OF REORGANIZATION
Acquisition Agreement and Plan of Reorganization • September 13th, 2001 • Bio Vascular Inc • Orthopedic, prosthetic & surgical appliances & supplies • Minnesota
SYNOVIS LETTERHEAD] October 15, 2002 F&G, Inc. Attn: Martin Gross C/O Sentry Real Estate, Inc. 474 Apollo Drive, Suite 10 Lino Lakes, MN 55014 RE: Renewal of Lease Dear Mr. Gross: Synovis Interventional Solutions, formerly Jer-Neen Manufacturing Co.,...
Synovis Life Technologies Inc • March 14th, 2003 • Orthopedic, prosthetic & surgical appliances & supplies

Synovis Interventional Solutions, formerly Jer-Neen Manufacturing Co., Inc. hereby notifies F&G, Inc. that it is hereby exercising its OPTION TO RENEW that certain OFFICE/WAREHOUSE AND MANUFACTURING/ASSEMBLY LEASE, dated September 30, 1998, for the five (5) year period provided for therein, in accordance with Section 44 of the lease.

Exhibit 10.1 May 15, 2000 Name Address Dear Mr./Ms., Your Change in Control Agreement dated __________ related to the provisions that address Limitation on Payment and Benefits, Article III, 1.c. This section ---------------------------------- will be...
Bio Vascular Inc • September 13th, 2000 • Orthopedic, prosthetic & surgical appliances & supplies

Your Change in Control Agreement dated __________ related to the provisions that address Limitation on Payment and Benefits, Article III, 1.c. This section ---------------------------------- will be replaced in its entirety with the following paragraphs:

SECOND AMENDMENT OF LEASE
Lease • January 7th, 2009 • Synovis Life Technologies Inc • Orthopedic, prosthetic & surgical appliances & supplies

THIS SECOND AMENDMENT OF LEASE (this “Amendment”) is made to be effective the 1st day of January, 2004, by and between CSM INVESTORS, INC., a Minnesota corporation (“Landlord”), and SYNOVIS LIFE TECHNOLOGIES, INC. f/k/a Bio-Vascular, Inc., a Minnesota corporation (“Tenant”).

Baxter and Synovis
Baxter and Synovis • December 13th, 2011 • Synovis Life Technologies Inc • Orthopedic, prosthetic & surgical appliances & supplies
RECITALS
Synovis Life Technologies Inc • January 29th, 2003 • Orthopedic, prosthetic & surgical appliances & supplies
FORECLOSURE SALE AGREEMENT
Foreclosure Sale Agreement • July 7th, 2009 • Synovis Life Technologies Inc • Orthopedic, prosthetic & surgical appliances & supplies • California

This FORECLOSURE SALE AGREEMENT (the “Agreement”) is entered into as of July 2, 2009 by and between Comerica Bank (“Lender” or “Seller”) and Synovis Surgical Sales, Inc., a wholly-owned subsidiary of Synovis Life Technologies, Inc. (“Purchaser”).

FOURTH AMENDMENT OF LEASE
Lease • August 5th, 2008 • Synovis Life Technologies Inc • Orthopedic, prosthetic & surgical appliances & supplies

THIS FOURTH AMENDMENT OF LEASE (“Fourth Amendment”) is made and entered into effective as of 4th day of August, 2008 by and between CSM INVESTORS, INC., a Minnesota corporation (“Landlord”) and SYNOVIS LIFE TECHNOLOGIES, INC., a Minnesota corporation (“Tenant”).

L E A S E
Lease Terms • January 19th, 1996 • Bio Vascular Inc • Surgical & medical instruments & apparatus
CONFIDENTIAL SEPARATION AGREEMENT AND RELEASE
Confidential Separation Agreement and Release • May 27th, 2010 • Synovis Life Technologies Inc • Orthopedic, prosthetic & surgical appliances & supplies • Minnesota

This Separation Agreement and Release (the “Agreement”) is between David Buche (“Executive”) and Synovis Life Technologies (“Synovis”).

FIFTH AMENDMENT OF LEASE
Lease • March 3rd, 2011 • Synovis Life Technologies Inc • Orthopedic, prosthetic & surgical appliances & supplies

THIS FIFTH AMENDMENT OF LEASE ("Fifth Amendment") is made and entered into effective as of 7th day of February, 2011 by and between CSM INVESTORS, INC., a Minnesota corporation ("Landlord") and SYNOVIS LIFE TECHNOLOGIES, INC., a Minnesota corporation ("Tenant").

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