TRANSITIONAL SERVICES AGREEMENTTransitional Services Agreement • November 12th, 2004 • Sterion Inc • Surgical & medical instruments & apparatus • Michigan
THIS TRANSITIONAL SERVICES AGREEMENT (this "Agreement") is made as of November 8, 2004, by and among STERION INCORPORATED, a Minnesota corporation ("Sterion"), and ASPEN SURGICAL PRODUCTS, INC., a Michigan corporation ("Aspen").
ContractPromissory Note • November 12th, 2004 • Sterion Inc • Surgical & medical instruments & apparatus • Minnesota
THIS NOTE AND THE RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATE IN THE MANNER AND TO THE EXTENT SET FORTH IN THAT CERTAIN SUBORDINATION AGREEMENT DATED AS OF NOVEMBER 8, 2004 (THE “SUBORDINATION AGREEMENT”) EXECUTED BY PAYEE IN FAVOR OF FIFTH THIRD BANK (THE “BANK”) TO THE INDEBTEDNESS OWED BY MAKER TO THE BANK; AND EACH HOLDER OF THIS NOTE, BY ITS ACCEPTANCE HEREOF, IRREVOCABLY AGREES TO BE BOUND BY THE TERMS OF THE PROVISIONS OF THE SUBORDINATION AGREEMENT.
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • November 12th, 2004 • Sterion Inc • Surgical & medical instruments & apparatus • Michigan
THIS ASSET PURCHASE AGREEMENT, dated as of November 8, 2004 (this "Agreement"), is made by and between ASPEN SURGICAL PRODUCTS, INC., a Michigan corporation ("Buyer"), and STERION INCORPORATED, a Minnesota corporation ("Seller"). Certain definitions of terms used in this Agreement are contained in Section 9.1.
