ASSET CONTRIBUTION AND EXCHANGE AGREEMENT dated as of July 19, 2006 by and among NOVAMED ACQUISITION COMPANY, INC., NOVAMED OF LAREDO, INC., CLEARVIEW SURGICAL INSTITUTE, LTD., CLEARVIEW SURGICAL INSTITUTE MANAGEMENT LLC AND MICHAEL A. HOCHMAN, M.D.Asset Contribution and Exchange Agreement • July 25th, 2006 • Novamed Inc • Services-management services • Illinois
This ASSET CONTRIBUTION AND EXCHANGE AGREEMENT (this “Agreement”) is dated effective as of 12:01 a.m. on July 19, 2006 (the “Closing Date”), by and among NovaMed Acquisition Company, Inc., a Delaware corporation (“NovaMed”), NovaMed of Laredo, Inc., a Delaware corporation (“NovaMed Laredo,” and together with NovaMed, “Buyer”), Clearview Surgical Institute, Ltd., a Texas limited partnership (“Clearview”), Clearview Surgical Institute Management LLC, a Texas limited liability company and the general partner of Clearview (“CSIM”), and Michael A. Hochman, M.D. (“Seller”). Clearview, CSIM and Seller shall sometimes be individually referred to herein as a “Selling Party” and collectively as the “Selling Parties.” Certain capitalized terms have the meanings provided in Section 13.1.
