Assets of Health Care Management Services Company

Sale of Assets of New York Network Management, L.L.C. (“NYNM Management” or “Seller”), which includes:

• All shares of capital stock and other equity interests in the IPA Entities (the “IPA Equity”), 
• Those contracts of NYNM Management that are shown as “Assigned Contracts” on Schedule 1.3 to the Agreement (the “NYNM Contracts”), and 
• The cash in that certain bank account ending in 3730 at JPMorgan Chase Bank, N.A. owned by NYNM Management into which Preferred Provider Organization payments are made under the NYNM Contracts (the “NYNM PPO Lockbox Cash” and together with the IPA Equity and NYNM Contracts, the “NYNM Assets”).