Exhibit 10.2

                                                                  EXECUTION COPY

                       ASSIGNMENT AND ASSUMPTION AGREEMENT

     This Assignment and Assumption  Agreement (this  "Agreement") is made as of
March  30,  2001  by  and  among  Horizon  Medical  Products,  Inc.,  a  Georgia
corporation ("Horizon"), Vascutech Acquisition LLC, a Delaware limited liability
company  ("Vascutech"),  and Ideas for  Medicine,  Inc.,  a Florida  corporation
("IFM").

                                   BACKGROUND

     WHEREAS, Horizon is party to that certain Subordinated Promissory Note made
in favor of IFM and dated October 9, 2000, in the original  principal  amount of
$5,945,216,  which  was  subsequently  adjusted  upward  by an  amount  equal to
$104,838 (the "Subordinated Note");

     WHEREAS,  pursuant to the terms of that certain  Asset  Purchase  Agreement
between  Horizon and Vascutech,  of even date herewith,  Vascutech is purchasing
certain  assets  comprising  the Ideas for  Medicine  business  unit of  Horizon
("Assets") and a portion of the consideration to be paid by Vascutech to Horizon
for such  Assets will be the  assumption  by  Vascutech  of the  liabilities  of
Horizon to IFM under the Subordinated Note (the "Assumption"); and

     WHEREAS, IFM desires to consent to the Assumption as set forth herein.

     NOW,  THEREFORE,  for  consideration,  the receipt and adequacy of which is
hereby acknowledged, the undersigned hereby agree as follows:

A.   Assignment and Assumption

          1. (a) Horizon,  IFM and Vascutech  hereby  acknowledge and agree that
     the  current  outstanding  principal  amount  of the  Subordinated  Note is
     $5,348,870.27;  and  (b)  Horizon  hereby  assigns,  and  Vascutech  hereby
     assumes,  each and every obligation of Horizon under the Subordinated Note,
     and  Vascutech   expressly   agrees  (i)  to  pay  all  amounts  under  the
     Subordinated  Note as they become due and  payable  from and after the date
     hereof and (ii) to be unconditionally  bound by the terms and conditions of
     said Subordinated Note, as such Subordinated Note may be amended, extended,
     renewed, modified, amended, restated,  substituted or replaced from time to
     time,  as though  Vascutech had  originally  signed the  Subordinated  Note
     instead of Horizon.

          2. IFM hereby consents to the foregoing assignment and assumption.

          3. Each of Horizon and  Vascutech  agree,  upon the request of IFM, to
     execute  such  other  documents  as  IFM  reasonably  deems  necessary  and
     appropriate  from time to time to reflect the  assignment and assumption as
     set forth above.

B.   Representations  and Warranties of Vascutech:  Vascutech hereby  represents
     and warrants to IFM as follows:

          1. Vascutech is validly organized and existing and in good standing as
     a  limited  liability  company  under  the laws of the  state of  Delaware.
     Vascutech has the power to own its property and to carry on its business as
     currently conducted.

          2.  Vascutech  has the  limited  liability  company  power,  right and
     authority  to  execute  and  deliver  this  Agreement  and the  Transaction
     Documents  (as  defined  below) and to take all  actions  and  perform  all
     obligations contemplated to be performed by it under this Agreement and the
     Transaction Documents.


<PAGE>

          3. The execution and delivery of this Agreement, that certain Security
     Agreement of even date herewith by Vascutech in favor of IFM (the "Security
     Agreement"),  that certain Certificate of Consent and Estoppel (exclusively
     with respect to Section 6 thereof) of even date  herewith  among  CryoLife,
     IFM and,  with respect to Section 6 thereof only,  Vascutech  (the "Consent
     and Estoppel"), that certain Consent to Assignment of Sublease of even date
     herewith by and among IFM, Horizon, Vascutech and Secret Promise, Ltd. (the
     "Sublease  Consent")  and that certain  Assignment of Sublease of even date
     herewith by and among IFM, Horizon and Vascutech (the "Sublease Assignment"
     and, collectively, with this Agreement, the Security Agreement, the Consent
     and Estoppel and the Sublease Consent,  the "Transaction  Documents"),  the
     taking of all action required in connection herewith and therewith, and the
     performance  by Vascutech of all of the  obligations  by it to be performed
     hereunder  and  thereunder,  have been  duly  authorized  by all  necessary
     limited   liability   company  action,   including,   without   limitation,
     authorization by Vascutech's  sole manager and sole member.  This Agreement
     and the rest of the  Transaction  Documents  have  been duly  executed  and
     delivered by Vascutech and constitute the valid and binding  obligations of
     Vascutech  enforceable  against  Vascutech in accordance  with their terms,
     except as limited by bankruptcy,  insolvency,  reorganization,  and similar
     laws  affecting  the  enforcement  of  creditor's   rights  or  contractual
     obligations generally.

C.   Representation  and  Warranty of Horizon:  Horizon  hereby  represents  and
     warrants to IFM that the Assets being sold by Horizon to Vascutech pursuant
     to the Asset Purchase  Agreement of even date herewith  between Horizon and
     Vascutech  (the  "Vascutech  Purchase  Agreement")  constitute  all  of the
     Collateral  existing  as of the date  hereof  under and as  defined in that
     certain Security  Agreement dated as of October 9, 2000 by Horizon in favor
     of IFM, except for those items of Collateral included within the definition
     of Excluded Assets set forth on Exhibit A attached hereto.

D.   Parent  Guaranty:  In  consideration  of IFM extending  credit to Vascutech
     pursuant to the terms of the Subordinated Note, the undersigned, Vascutech,
     Inc., a corporation  organized and existing  under the laws of Delaware and
     the 100% parent of  Vascutech  (the  "Guarantor"),  hereby  unconditionally
     guarantees to IFM that  Vascutech  will duly and punctually pay or perform,
     at the place specified therefor, (i) all obligations under the Subordinated
     Note and the Transaction  Documents (the  "Obligations"),  and (ii) without
     limitation of the foregoing,  all fees, costs and expenses  incurred by IFM
     in attempting to collect or enforce any of the foregoing  (collectively the
     "Guaranteed Obligations").  This guaranty is an absolute, unconditional and
     continuing  guaranty of the full and punctual  payment and  performance  by
     Vascutech of the  Guaranteed  Obligations  and not of their  collectibility
     only and is in no way  conditioned  upon  any  requirement  that IFM  first
     attempt to collect any of the  Guaranteed  Obligations  from  Vascutech  or
     resort to any  security or other means of  obtaining  payment of any of the
     Guaranteed  Obligations.  Upon the  occurrence of an Event of Default under
     (and as defined in) the  Subordinated  Note by  Vascutech,  the  Guaranteed
     Obligations  shall, at the option of IFM, become  forthwith due and payable
     to IFM without  demand or notice of any nature,  all of which are expressly
     waived  by the  Guarantor.  Payments  by  the  Guarantor  hereunder  may be
     required by IFM on any number of occasions.  The Guarantor  further agrees,
     as the  principal  obligor  and  not  as a  guarantor  only,  to pay to IFM
     forthwith  upon  demand,  in  funds  immediately   available  to  IFM,  all
     reasonable  costs and expenses  (including  court costs and legal expenses)
     incurred  or  expended  by IFM in  connection  with this  guaranty  and the
     enforcement thereof.

E.   Miscellaneous:  This  Agreement  shall be  governed  by the  provisions  of
     Delaware law without regard to conflicts of laws principles thereof.

                         [SIGNATURES BEGIN ON NEXT PAGE]

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     IN WITNESS  WHEREOF,  the parties hereto have executed this Agreement under
seal as of the date first set forth above in multiple  counterpart  copies, each
of which shall be deemed to be an original for all purposes.


HORIZON MEDICAL PRODUCTS, INC.                  VASCUTECH ACQUISITION LLC


By:   /s/ William E. Peterson, Jr.              By:   /s/ David B. Roberts
    ----------------------------------              -------------------------
      Name:  William E. Peterson, Jr.                 Name:  David B. Roberts
      Title:  President                               Title:  CFO
      hereunto duly authorized                        hereunto duly authorized



CONSENTED TO:

IDEAS FOR MEDICINE, INC.


By:   /s/ D.A. Lee
    ----------------------------------
      Name:  D. Ashley Lee
      Title:  VP - Finance and CFO
      hereunto duly authorized



JOINED FOR PURPOSES OF PARAGRAPH D. ONLY:

VASCUTECH, INC.

By:   /s/ David B. Roberts
    ----------------------------------
      Name:  David B. Roberts
      Title:  CFO
      hereunto duly authorized



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                                LIST OF EXHIBITS
                                ----------------

EXHIBIT A   - Excluded Assets
EXHIBIT A-1 - Ideas for Medicine Product Line


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