Assignment of Security Interest Agreement between Med Diversified, Inc. and Private Investment Bank Limited

Summary

Med Diversified, Inc. assigns its security interest in certain collateral, as described in a UCC Financing Statement, to Private Investment Bank Limited. This agreement transfers all rights, title, and interest in the collateral from Med Diversified to the bank. The assignment is formalized by filing an amendment to the original UCC Financing Statement with the Delaware Department of State. The agreement is effective as of August 14, 2002, and involves assets previously pledged by American Reimbursement, LLC.

EX-10.17 14 a2087664zex-10_17.txt EXHIBIT 10.17 EXHIBIT 10.17 (FORM OF MED SECURITY INTEREST ASSIGNMENT AGREEMENT) ASSIGNMENT OF COLLATERAL FOR VALUABLE CONSIDERATION, Med Diversified, Inc., a corporation organized and existing under the laws of the State of Nevada (the "Assignor"), having its principal office at 200 Brickstone Square, Suite 403, Andover, Massachusetts 01810, hereby assigns, grants, sells and transfers to Private Investment Bank Limited, Nassau, Bahamas, a bank and trust company organized and existing under the laws of The Bahamas (the "Assignee"), having its principal office at Devonshire House, Queen Street, P.O. Box N-3918, and the Assignee's successors, transferees and assigns forever, all of the right, title and interest of the Assignor in and to the "Collateral" identified on Attachment A to that certain UCC Financing Statement, filed in the State of Delaware with the Delaware Department of State ("Delaware Department of State") on April 3, 2002 (" Med UCC"), against American Reimbursement, LLC, a Delaware limited liability company, as debtor, in favor of Assignor, as secured party. Concurrently with the execution of this Assignment, Assignor shall file that certain UCC Financing Statement Amendment with the Delaware Department of State, in substantially the form attached hereto as Exhibit A, evidencing the assignment to Assignee, as the new secured party under the Med UCC, of all of Assignor's right, title and interest in and to the "Collateral" identified on Attachment A to the Med UCC. IN WITNESS WHEREOF, the undersigned have executed this Assignment as of the 14th day of August, 2002. ASSIGNOR: Med Diversified, Inc., a Nevada corporation By: ------------------------------ Name: Title: ASSIGNEE: Private Investment Bank Limited, Nassau, Bahamas By: ------------------------------ Name: Title: PAGE 1 EXHIBIT A UCC FINANCING STATEMENT AMENDMENT PAGE A-1 [UCC FINANCING STATEMENT AMENDMENT LOGO] FOLLOW INSTRUCTIONS (front and back) CAREFULLY ~~A. NAME & PHONE OF CONTACT AT FILER [optional] B. SEND ACKNOWLEDGMENT TO: (Name and Address) THE ABOVE SPACE IS FOR FILING OFFICE USE ONLY~~

~~1a. INITIAL FINANCING STATEMENT FILE # 1b. This FINANCING STATEMENT AMENDMENT is 20833834 / / to be filed [for record] (or recorded) in the REAL ESTATE RECORDS.~~
2. / / TERMINATION: Effectiveness of the Financing Statement identified above is terminated with respect to security interest(s) of the Secured Party authorizing this Termination Statement. 3. / / CONTINUATION: Effectiveness of the Financing Statement identified above with respect to security interest(s) of the Secured Party authorizing this Continuation Statement is continued for the additional period provided by applicable law. 4. /X/ ASSIGNMENT (full or partial): Give name of assignee in item 7a or 7b and address of assignee in item 7c; and also give name of assignor in item 9. 5. AMENDMENT (PARTY INFORMATION): This Amendment affects / / Debtor OR / / Secured Party of record. Check only ONE of these two boxes. Also check ONE of the following three boxes AND provide appropriate information in items 6 and/or 7. / / CHANGE name and/or address: Give current record name in item 6a or 6b; also give new name (if name change) in item 7a or 7b and/or new address (if address change) in item 7c. / / DELETE name: Give record name to be deleted in item 6a or 6b. / / ADD name: Complete item 7a or 7b, and also item 7c; also complete items 7d-7g (if applicable). 6. CURRENT RECORD INFORMATION: 6a. ORGANIZATION'S NAME OR
6b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX
7. CHANGED (NEW) OR ADDED INFORMATION: 7a. ORGANIZATION'S NAME Private Investment Bank Limited OR
7b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX 7c. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY ~~Deyonshire House Queen Street P.O. Box N-3918 Nassau Bahamas~~ 7d. TAX ID #: SSN OR EIN ADD'L INFO RE 7e. TYPE OF ORGANIZATION 7f. JURISDICTION OF ORGANIZATION 7G. ORGANIZATIONAL ID #, ORGANIZATION if any DEBTOR / / NONE
8. AMENDMENT (COLLATERAL CHANGE): check only ONE box. Describe collateral / / deleted or / / added, or give entire / / restated collateral description, or describe collateral / / assigned. 9. NAME OF SECURED PARTY OF RECORD AUTHORIZING THIS AMENDMENT (name of assignor, if this is an Assignment). If this is an Amendment authorized by a Debtor which adds collateral or adds the authorizing Debtor, or if this is a Termination authorized by a Debtor, check here / / and enter name of DEBTOR authorizing this Amendment. 9a. ORGANIZATION'S NAME Med Diversified, Inc. OR
9b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX
10.OPTIONAL FILER REFERENCE DATA DE SOS FILING OFFICE COPY -- NATIONAL UCC FINANCING STATEMENT AMENDMENT (FORM UCC3) (REV. 07/29/98)