MEMORANDUM OF UNDERSTANDINGMemorandum of Understanding • November 19th, 2010 • Opto Circuits (India) LTD • Surgical & medical instruments & apparatus
With the exception of the Suan Investments Action (as defined below), the parties to the putative class action lawsuits described below and currently pending in the Court of Chancery of the State of Delaware and the Superior Court of Washington in and for Snohomish County (collectively, the “Actions”),1 by and through their respective attorneys, have reached an agreement in principle providing for the settlement of the Actions (the “Settlement”) on the terms and subject to the conditions set forth in this Memorandum of Understanding (“Memorandum”):
AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • November 19th, 2010 • Opto Circuits (India) LTD • Surgical & medical instruments & apparatus • Delaware
THIS AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER (this “Amendment No. 2”) is entered into as of 12:01 a.m. Pacific Time on November 19, 2010, by and among Cardiac Science Corporation, a Delaware corporation (the “Company”), Opto Circuits (India) Ltd., a public limited company incorporated under the laws of the nation of India (“Parent”), and Jolt Acquisition Company, a Delaware corporation and wholly-owned subsidiary of Parent (“Merger Sub”).
Dated November 19, 2010Facility Agreement • November 19th, 2010 • Opto Circuits (India) LTD • Surgical & medical instruments & apparatus
FACILITY AGREEMENTFacility Agreement • November 19th, 2010 • Opto Circuits (India) LTD • Surgical & medical instruments & apparatus
At the request of the Borrower, the Bank has agreed to extend to the Borrower a working capital facility on the terms and conditions contained herein.
