0001144204-06-052439 Sample Contracts

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AGREEMENT AND PLAN OF MERGER by and among GILDER ENTERPRISES, INC., MEDASORB ACQUISITION, INC. and MEDASORB CORPORATION June 29, 2006
Merger Agreement • December 13th, 2006 • MedaSorb Technologies CORP • Surgical & medical instruments & apparatus • Delaware

THIS AGREEMENT AND PLAN OF MERGER is entered into as of June 29, 2006 by and among GILDER ENTERPRISES, INC. a Nevada corporation (“Parent”), MEDASORB ACQUISITION, INC., a Delaware corporation and a wholly-owned subsidiary of Parent (“Acquisition Corp.”), and MEDASORB CORPORATION., a Delaware corporation (the “Company”).

RECITALS
Employment Agreement • December 13th, 2006 • MedaSorb Technologies CORP • Surgical & medical instruments & apparatus • New York
VOTING AND LOCK-UP AGREEMENT
Voting and Lock-Up Agreement • December 13th, 2006 • MedaSorb Technologies CORP • Surgical & medical instruments & apparatus • New York

VOTING AND LOCK-UP AGREEMENT (this “Agreement”), dated as of this __ day of _______, 2006, by and between __________ (“Chassman”), and MEDASORB TECHNOLOGIES CORPORATION (the “Company”).

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