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Exhibit 10.58.2
February 11, 2008
Asset
Purchase Agreement (“APA”), dated as of January 1,
2008, by and between Merck & Co.,
Inc. (“Seller”), Cherokee Pharmaceuticals
LLC (“Buyer”) and PRWT Services, Inc. (“Buyer
Parent”) as amended by the First Amendment to Asset Purchase
Agreement (“First Amendment”), dated as of January 1,
2008 – Final Accounting of Non FIN 5 Raw
Materials.
Pursuant to Section 3.1(c) of the APA (as
set forth in Section 1(k) of the First Amendment), Seller,
Buyer and Buyer Parent agree as follows:
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The Attached
Schedule 3.1(c)-1 represents the final accounting
(“Final Accounting”) of the Non FIN 5 RM at the
Cherokee Plant as of the Closing Date.
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Based on the
Final Accounting, the final Non FIN 5 Purchase Price and the final
Non FIN 5 Payment Amount, each, is $10,512,880. The sum
of $6,800,000 of the final Non FIN 5 Pur
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