BACKGROUNDAgreement and Plan of Merger • December 17th, 1999 • Nutrisystem Com Inc
RECITALS:Operating Agreement • December 17th, 1999 • Nutrisystem Com Inc • Pennsylvania
Exhibit 2.2 ASSET PURCHASE AGREEMENT This Agreement is made as of this 16th day of August, 1999, by and between ANSAMA Corp., a Nevada corporation, located at 382 Route 59, Section 310, Moncey, New York 10952 (hereinafter referred to as the "Buyer")...Asset Purchase Agreement • December 17th, 1999 • Nutrisystem Com Inc • Pennsylvania
BackgroundLease • December 17th, 1999 • Nutrisystem Com Inc • Pennsylvania
Exhibit 2.6 QUITCLAIM ASSIGNMENT For good and valuable consideration, receipt of which is hereby acknowledged, Nutri/System L.P. ("Assignor"), a Delaware limited partnership with its principal place of business located at 202 Welsh Road, Horsham,...Nutrisystem Com Inc • December 17th, 1999
For good and valuable consideration, receipt of which is hereby acknowledged, Nutri/System L.P. ("Assignor"), a Delaware limited partnership with its principal place of business located at 202 Welsh Road, Horsham, Pennsylvania 19044, hereby sells, assigns, transfers and conveys to nutrisystem.com inc. ("Assignee"), a Delaware corporation and successor by merger to Ansama Corp., a Nevada corporation, with its principal place of business located at 202 Welsh Road, Horsham, Pennsylvania 19044, whatever rights, title and interest Assignor may now have or has ever had in the trademarks and service marks (hereinafter collectively referred to as "the Trademarks") identified and listed in the attached Exhibit A, and any goodwill of Assignor's business symbolized by the Trademarks together with all claims for damages by reason of infringement of the Trademarks, with the right to sue for and collect the same for its own use and enjoyment, and for the use and enjoyment of its successors, assigns
ARTICLE II REPRESENTATIONS AND WARRANTIESStock Exchange and Purchase Agreement • December 17th, 1999 • Nutrisystem Com Inc • Pennsylvania
Exhibit 10.1 JOINT DEFENSE, AND INDEMNIFICATION AGREEMENT THIS AGREEMENT is entered into between Wyeth Ayerst Laboratories Division of American Home Products Corporation ("AHP") and NutriSystem L.P. ("NutriSystem"). WHEREAS NutriSystem has been sued...Agreement • December 17th, 1999 • Nutrisystem Com Inc • New Jersey
Exhibit 2.7 ASSIGNMENT OF FRANCHISE AGREEMENTS ASSIGNMENT made as of this 30th day of September, 1999 between Nutri/System L.P., a Delaware limited partnership (hereinafter referred to as "Assignor"), and nutrisystem.com inc., a Delaware corporation...Nutrisystem Com Inc • December 17th, 1999
Exhibit 10.3 AMENDMENT TO FRANCHISE AGREEMENT This Amendment is made as of the 29th day of April, 1996, between NUTRI/SYSTEM L.P. ("Franchisor" or "we"), a Delaware limited partnership, with its principal place of business located at 410 Horsham Road,...Franchise Agreement • December 17th, 1999 • Nutrisystem Com Inc • Pennsylvania
