STOCK PURCHASE AND CONTRIBUTION AGREEMENT BY AND AMONG SOUND INPATIENT HOLDINGS, LLC SOUND INPATIENT PHYSICIANS, INC. SOUND INPATIENT PHYSICIANS HOLDINGS, LLC AND FRESENIUS MEDICAL CARE AG & CO. KGAA DATED AS OF JUNE 13, 2014Stock Purchase and Contribution Agreement • July 31st, 2014 • Fresenius Medical Care AG & Co. KGaA • Services-misc health & allied services, nec • Delaware
This STOCK PURCHASE AND CONTRIBUTION AGREEMENT (this “Agreement”), dated as of June 13, 2014, is made by and among Sound Inpatient Physicians, Inc., a Delaware corporation (the “Company”), Sound Inpatient Holdings, LLC, a Delaware limited liability company (“Seller”), Sound Inpatient Physicians Holdings, LLC, a Delaware limited liability company (“Buyer”), and Fresenius Medical Care AG & Co. KGaA, a German partnership limited by shares (“Parent Guarantor”). The Company, Seller and Buyer shall be referred to herein from time to time collectively as the “Parties”.
INCREMENTAL TERM LOAN JOINDER AGREEMENT Relating to the Tranche A-2 Term Loan FacilityIncremental Term Loan Joinder Agreement • July 31st, 2014 • Fresenius Medical Care AG & Co. KGaA • Services-misc health & allied services, nec • New York
THIS INCREMENTAL TERM LOAN AGREEMENT dated as of July 1, 2014 (this “Agreement”) by and among FRESENIUS MEDICAL CARE AG & Co. KGaA, a German partnership limited by shares, FRESENIUS MEDICAL CARE HOLDINGS, INC., a New York corporation, and the other Borrowers and Guarantors identified herein, the Incremental Term Loan Lenders identified on the signature pages, and BANK OF AMERICA, N.A., as Administrative Agent.
