ACQUISITION AGREEMENT by and among Inverness Medical Innovations, Inc., ACON Laboratories, Inc., AZURE Institute, Inc., Oakville Hong Kong Co., Ltd., ACON Biotech (Hangzhou) Co., Ltd., and Karsson Overseas Ltd. March 16, 2009Acquisition Agreement • April 30th, 2009 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • Delaware
THIS ACQUISITION AGREEMENT (this “Agreement”) is entered into as of March 16, 2009 by and among (i) Inverness Medical Innovations, Inc., a Delaware corporation (“Buyer”); (ii) ACON Laboratories, Inc., a California corporation (“ACON Labs”), AZURE Institute, Inc., a California corporation (“Azure”), Oakville Hong Kong Co., Ltd., a Hong Kong company (“Oakville”), and ACON Biotech (Hangzhou) Co., Ltd., a wholly foreign owned enterprise (“WFOE”) established in the People’s Republic of China (“PRC” or “China”) (“ACON Bio”, and together with ACON Labs, Azure and Oakville, “ACON” or the “Seller Entities”); and (iii) Karsson Overseas Ltd., a British Virgin Islands company (“Parent”) and the direct or indirect parent of the Seller Entities and other Affiliates (as defined herein) of the Seller Entities and Parent that are parties to agreements entered into connection with the transactions contemplated hereby. A table of definitions is set forth immediately after this Agreement’s table of conten
AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • April 30th, 2009 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • Delaware
THIS AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (this “Agreement”) is made and entered into on April 29, 2009 and effective as of April 30, 2009, by and between Inverness Medical Innovations, Inc., a Delaware corporation (the “Company”), each of the other parties signatory from time to time hereto (the “Investors”), and for purposes of the co-sale rights in Sections 9 and 11 only, Ron Zwanziger, the Chief Executive Officer of the Company (the “Company Executive”).
