CONFIDENTIAL DISCLOSURE SCHEDULE
Exhibit 2.1(a)
CONFIDENTIAL DISCLOSURE SCHEDULE
| Schedule | Description | |
| 1(a) | Intellectual Property Rights | |
| 1(b)(ii) | Purchased Contracts | |
| 1(b)(iv) | Permits | |
| 1(b)(vi) | Inventory | |
| 1(b)(vii) | Furniture, Fixtures and Equipment | |
| 1(b)(x) | Other Items of Property | |
| 1(c) | Excluded Assets | |
| 1(d)(ii) | Severance Amount | |
| 1(d)(iii) | Accrued Vacation Pay | |
| 2.1(b) | Androflo Specifications and Schedule | |
| 2.1(c) | Apportionment | |
| 2.1(d) | Examples | |
| 2.4 | Allocation of Purchase Price | |
| 4.1 | Liens | |
| 4.2(a) | Qualification of Seller as a Foreign Corporation | |
| 4.2(b) | Subsidiaries | |
| 4.2(c) | Capital Stock | |
| 4.6 | US GAAP | |
| 4.7 | Undisclosed Liabilities | |
| 4.8 | Absence of Certain Changes | |
| 4.14(a) | Limitation on Ownership of Intellectual Property and Proprietary Rights | |
| 4.14(b) | Claims Relating to the Intellectual Property and Proprietary Rights | |
| 4.14(d) | Restrictions on Use of Intellectual Property and Proprietary Rights | |
| 4.14(e) | Use of Intellectual Property and Proprietary Rights by Seller | |
| 4.14(f) | Development of Intellectual Property and Proprietary Rights | |
| 4.14(g) | Assignment Agreements Relating to the Intellectual Property and Proprietary Rights | |
| 4.15 | Insurance | |
| 4.17 | Litigation | |
| 4.18 | Government Payments | |
| 4.19(a) | Benefit Plans | |
| 4.20 | Permits: Consents | |
| 4.22 | List of Required Authorizations | |
| 4.24(a) | List of Employees | |
| 4.24(c) | Claims Relating to Employees | |
| 4.25 | Affiliations | |
| 4.26(a) | List of Customers | |
| 4.26(b) | List of Suppliers |
| Schedule | Description | |
| 4.27 | Non-Compliance with Law | |
| 4.28 | Warranties on Products | |
| 4.31 | Brokers’ Fees | |
| 4.33 | Warranties | |
| 5.5 | Required Consents and Approvals | |
| 6.4 | Expenses | |
| 6.8 | Key Employees | |
| 7.1(a) | List of Consents and Other Authorizations | |
| 7.1(g) | Employment Offer Letters |
