EXHIBIT 2.1 ASSET PURCHASE AGREEMENT BETWEEN HAEMONETICS CORPORATION (BUYER) AND GATEWAY COMMUNITY BLOOD PROGRAM, INC. (SELLER) Dated: August 1, 1997 ASSET PURCHASE AGREEMENT This ASSET PURCHASE AGREEMENT (this "Agreement") is dated August 1 1997,...Asset Purchase Agreement • August 15th, 1997 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec • Massachusetts
LOAN AGREEMENT ---------------------------------------------------------------- ----------------------------------------- PRINCIPAL LOAN DATE MATURITY LOAN NO CALL COLLATERAL ACCOUNT OFFICER INITIALS $1,200,000.00 06-01-1999 05-30-2000 1-1 04A0 030...Loan Agreement • August 16th, 1999 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec • California
EXHIBIT 10.2 COMERICALoan and Security Agreement • March 31st, 2003 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec • California
EMPLOYMENT AGREEMENTEmployment Agreement • August 12th, 1998 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec • California
EXHIBIT 10.9 SEPARATION AGREEMENT THIS SEPARATION AGREEMENT is made and effective as of the twenty-eighth day of September, 2002, by and between ALAN DARLINGTON ("Darlington") and HEMACARE CORPORATION, a California corporation (the "Company"), with...Separation Agreement • March 31st, 2003 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec • California
REVOLVING CREDIT LOAN & SECURITY AGREEMENT (ACCOUNTS AND INVENTORY)Security Agreement • May 15th, 2000 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec • California
EXHIBIT 4.9 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this "Agreement") is made and entered into as of the 1st day of November 1996 by and between JOSEPH T. McDONALD (the "Warrantholder") and HEMACARE CORPORATION, a California corporation (the...Warrant Agreement • March 28th, 1997 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec • California
EXHIBIT 10.10 GE Capital Healthcare Financial Services MASTER SECURITY AGREEMENT DATED AS OF 12/26/2002 THIS MASTER SECURITY AGREEMENT is between General Electric Capital Corporation (together with its successors and assigns, if any, "Secured Party")...Master Security Agreement • March 31st, 2003 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec
LOAN AGREEMENT ---------------------------------------------------------------- ----------------------------------------- PRINCIPAL LOAN DATE MATURITY LOAN NO CALL COLLATERAL ACCOUNT OFFICER INITIALS $700,000.00 04-30-1997 04-30-1998 04A0 030...Loan Agreement • May 14th, 1997 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec • California
CREDIT AGREEMENTCredit Agreement • December 15th, 2009 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec • California
THIS CREDIT AGREEMENT (this “Agreement”) is entered into as of December 4, 2009, by and between HEMACARE CORPORATION, a California corporation and CORAL BLOOD SERVICES, INC., a California corporation (each individually, a “Borrower”), and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Bank”). Each reference herein to “Borrower” shall mean each and every party, collectively and individually, defined above as a Borrower.
andRights Agreement • March 10th, 1998 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec • California
EXHIBIT 4.1 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this "Agreement") is made and entered into as of the 4th day of March, 1999 by and between KIBEL GREEN ISSA, INC. (the Warrantholder") and HEMACARE CORPORATION, a California corporation (the...Warrant Agreement • May 17th, 1999 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec • California
EXHIBIT 10.1Lease • November 16th, 1998 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec
THIRD PARTY SECURITY AGREEMENT: RIGHTS TO PAYMENT AND INVENTORYThird Party Security Agreement • December 15th, 2009 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec • California
CONTINUING SECURITY AGREEMENT: RIGHTS TO PAYMENT AND INVENTORYContinuing Security Agreement • December 15th, 2009 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec • California
SECURITY AGREEMENT: SPECIFIC RIGHTS TO PAYMENTSecurity Agreement • January 21st, 2011 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec • California
SECURITY AGREEMENT: EQUIPMENTSecurity Agreement • December 15th, 2009 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec • California
HEMACARE CORPORATION NON-QUALIFIED STOCK OPTION AGREEMENT [1996 STOCK INCENTIVE PLAN] (Non-Qualified Stock Option Agreement Form 96-2)Non-Qualified Stock Option Agreement • September 18th, 2008 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec
THIS AGREEMENT is made as of the date set forth above, between HEMACARE CORPORATION, a California corporation (hereinafter called the “Company”), and the optionee named above (hereinafter called the “Optionee”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 11th, 2011 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec • California
This Employment Agreement (this “Agreement”) dated as of March 9, 2011 and effective August 11, 2010, is between HemaCare Corporation (“HemaCare” or the “Company”) and Lisa Bacerra (“Executive”). This Agreement supersedes all other previous agreements and/or writings pertaining to the subject matter hereof.
HEMACARE CORPORATION INDEMNIFICATION AGREEMENTIndemnification Agreement • March 26th, 2009 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec • California
This Indemnification Agreement (the Agreement), dated as of March 24, 2009 is made and effective as of the date set forth in Section 14 of the Agreement, by and between HemaCare Corporation, a California corporation (the Corporation), and John Doumitt, a director and/or officer of the Corporation (the Indemnitee).
EXHIBIT 4.2 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this "Agreement") is made and entered into as of the 4th day of March, 1999 by and between STUART DINNEY (the "Warrantholder") and HEMACARE CORPORATION, a California corporation (the "Company")....Warrant Agreement • May 17th, 1999 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec • California
EXHIBIT 4.5 THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON ITS EXERCISE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR QUALIFIED UNDER APPLICABLE STATE SECURITIES LAWS AND MAY NOT BE TRANSFERRED, SOLD, ASSIGNED,...Hemacare Corp /Ca/ • March 31st, 2003 • Services-misc health & allied services, nec • California
AGREEMENT TO FURNISH EXHIBITS AND SCHEDULES HemaCare Corporation (the "Registrant") hereby agrees to furnish supplementally to the Securities and Exchange Commission a copy of any omitted exhibits or schedules to the Asset Purchase Agreement, dated as...Furnish Exhibits • August 15th, 1997 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec
NONCOMPETITION AGREEMENTNoncompetition Agreement • November 7th, 2007 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec • California
This Noncompetition Agreement (the “Agreement”) is made as of August 29, 2006, by and among (a) HemaCare Corporation, a California corporation (“Buyer”), (b) Teragenix Corporation, a Florida corporation (the “Company”), and (c) Joseph Mauro, an individual resident of the state of Florida (the “Seller”), and the holder of 27,306, or seventy-six and nine-tenths percent (76.9%), of the outstanding shares of capital stock of the Company. Capitalized terms used herein but not otherwise defined herein shall have the meanings set forth in that certain Stock Purchase Agreement, dated as of August 29, 2006 (the “Stock Purchase Agreement”), by and among Buyer, the Seller and Valentin Adia, an individual resident of the state of Florida (the “Other Seller”, and together with the Seller, the “Sellers”).
CHANGE OF CONTROL AGREEMENTChange of Control Agreement • January 8th, 2009 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec • California
THIS AMENDED AND RESTATED CHANGE OF CONTROL AGREEMENT (this "Agreement") by and between HemaCare Corporation., a California corporation (the "Company") and Robert Chilton (the "Executive"), is dated as of this 31th day of December, 2008. This Agreement amends and restates the Change of Control Agreement by and between the Company and the Executive, dated as of June 6, 2005, which must be amended to comply with the requirements of Section 409A of the Internal Revenue Code of 1986, as amended.
CHANGE OF CONTROL AGREEMENTChange of Control Agreement • June 10th, 2005 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec • California
THIS CHANGE OF CONTROL AGREEMENT (this “Agreement”) by and between HemaCare Corporation., a California corporation (the “Company”) and Judi Irving (the “Executive”), is dated as of this 6th day of June, 2005.
EXHIBIT 4.8 WARRANT AGREEMENTWarrant Agreement • March 30th, 2000 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec • California
February 26, 2010 John Doumitt Bell Canyon, CA 91307 Re: Separation Agreement and Release Dear Mr. Doumitt:Hemacare Corp /Ca/ • March 17th, 2010 • Services-misc health & allied services, nec • California
This confirms your voluntary resignation from your employment with HemaCare Corporation (“HemaCare” or the “Company”), effective February 26, 2010. The Company is agreeable to providing you Severance, in accordance with, and if you accept, the terms of this Agreement, which are as follows:
EMPLOYEE PROPRIETARY INFORMATION AND INVENTIONS AGREEMENTAnd Inventions Agreement • November 7th, 2007 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec
In consideration of my employment by Teragenix Corporation (the "Company") and the compensation I receive from the Company, I agree that:
EMPLOYMENT AGREEMENTEmployment Agreement • September 5th, 2006 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec • Florida
This Employment Agreement (this “Agreement”) is entered into as of August 29, 2006 (the “Effective Date”), by and between Teragenix Corporation, a Florida corporation (the “Company”), and Valentin Adia (“Executive”) (together, the “Parties”).
EXHIBIT 2.1Foreclosure Sale Agreement • November 5th, 1998 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec • Illinois
SECURITY AGREEMENTSecurity Agreement • November 7th, 2007 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec • California
This SECURITY AGREEMENT (this “Agreement”) is made as of August 29, 2006, by Teragenix Corporation, a Florida corporation (the "Debtor"), to and in favor of Valentin Adia (the “Secured Party”).
EMPLOYMENT AGREEMENTEmployment Agreement • January 21st, 2011 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec • Florida
This Employment Agreement (this “Agreement”) is entered into as of August 29, 2006 (the “Effective Date”), by and between Teragenix Corporation, a Florida corporation (the “Company”), and Joseph Mauro (“Executive”) (together, the “Parties”).
HEMACARE CORPORATION 2006 EQUITY INCENTIVE PLAN STOCK OPTION AGREEMENTEquity Incentive Plan Stock Option Agreement • September 18th, 2008 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec • Delaware
Unless otherwise defined herein, capitalized terms shall have the meaning set forth in the HemaCare Corporation 2006 Equity Incentive Plan (the “Plan”).
THIRD AMENDMENT TO CREDIT AGREEMENTCredit Agreement • January 13th, 2012 • Hemacare Corp /Ca/ • Services-misc health & allied services, nec
THIS AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is entered into as of December 1, 2011, by and between HEMACARE CORPORATION, a California corporation and CORAL BLOOD SERVICES, INC., a California corporation (each individually a “Borrower”), and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Bank”). Each reference herein to “Borrower” shall mean each and every party, collectively and individually, defined above as a Borrower.
