EXHIBIT 2.2
ASSUMPTION AGREEMENT
In accordance with the provisions of Paragraph 2.2(c) of the Asset Purchase
Agreement of this date providing for the sales of assets by CENTRAL PENNSYLVANIA
REHABILITATION SERVICES, INC. ("CPRS") and REHAB SERVICES OF CENTRAL
PENNSYLVANIA, INC. ("RSCP"), Sellers, to CENTRAL PA REHABILITATION SERVICES,
INC. ("CPARS") and REHAB SERVICES OF CENTRAL PA, INC. ("RSCPA") Purchasers,
Purchasers hereby assume and agree to pay and discharge those liabilities of
Sellers as set forth in Schedule 2.2(c) of the Asset Purchase Agreement, which
is incorporated herein by reference.
Purchasers hereby agree to indemnify and hold Sellers harmless from and
against any liability on account of the liabilities hereby assumed.
IN WITNESS WHEREOF, Purchasers have caused this Assumption Agreement to be
executed this 28th day of February, 1997.
CENTRAL PA REHABILITATION SERVICES, INC.
By: Xxxxxxx X. Xxxxxxxx
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Xxxxxxx X. Xxxxxxxx
President
REHAB SERVICES OF CENTRAL PA, INC.
By: Xxxxxxx X. Xxxxxxxx
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Xxxxxxx X. Xxxxxxxx
President
RELEASE
For good and valuable consideration received, we hereby release and forever
discharge Consolidated Health Care Associates, Inc., Central Pennsylvania
Rehabilitation Services, Inc. and Rehab Services of Central Pennsylvania, Inc.,
from all liabilities to us that are included in the foregoing Assumption of
Liabilities, including but not limited to a certain Judgment Note given to us by
CPRS on January 22, 1997, in the amount of $80,522.63.
By: Xxxxx X. Xxxxxxxx By: Xxxxxxx X. Xxxxxxxx
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Xxxxx X. Xxxxxxxx Xxxxxxx X. Xxxxxxxx
Date: February 28, 1997
