EXHIBIT 10.13 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT dated as of January 1, 2003, by and between HEALTH MANAGEMENT SYSTEMS, INC., a New York corporation (the "Company"), and WILLIAM C. LUCIA (the "Employee"). W I T N E S S E T H: WHEREAS the...Employment Agreement • March 31st, 2003 • HMS Holdings Corp • Services-business services, nec • New York
Exhibit 10.12 STAY IN PLACE / SEPARATION AGREEMENT This STAY IN PLACE/ SEPARATION AGREEMENT is made this 31 Day of October 2000 by and between Health Management Systems, Inc. (hereinafter the "Employer" or "HMS"), and William Lucia ("Employee"), One...Separation Agreement • December 20th, 2002 • HMS Holdings Corp • Services-business services, nec • New York
WITNESSETH:Sublease Agreement • March 31st, 2003 • HMS Holdings Corp • Services-business services, nec
CREDIT AGREEMENT dated as of December 16, 2011 among HMS HOLDINGS CORP., The GUARANTORS Party Hereto, The LENDERS Party Hereto and CITIBANK, N.A., as Administrative AgentCredit Agreement • December 19th, 2011 • HMS Holdings Corp • Services-business services, nec • New York
CREDIT AGREEMENT, dated as of December 16, 2011, among HMS HOLDINGS CORP., the GUARANTORS party hereto, the LENDERS party hereto, and CITIBANK, N.A., as Administrative Agent.
AMENDMENT NO. 2 TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • December 21st, 2017 • HMS Holdings Corp • Services-business services, nec • New York
AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), dated as of May 3, 2013, as amended by Amendment No. 1, dated as of March 8, 2017, and Amendment No. 2 dated as of December 19, 2017 (this “Agreement”), among HMS HOLDINGS CORP. (the “Borrower”), the GUARANTORS party hereto, the LENDERS party hereto, and CITIBANK, N.A., as Administrative Agent.
INDEMNIFICATION AGREEMENTIndemnification Agreement • August 6th, 2014 • HMS Holdings Corp • Services-business services, nec • Delaware
This Agreement is made as of the day of 2014, by and between HMS Holdings Corp., a Delaware corporation (the “Corporation), and (the “Indemnitee”), a director or officer of the Corporation.
CREDIT AGREEMENT dated as of September 13, 2006 among HMS HOLDINGS CORP., The GUARANTORS Party Hereto, The LENDERS Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent J.P. MORGAN SECURITIES INC., as Sole Lead Arranger and Sole...Credit Agreement • September 14th, 2006 • HMS Holdings Corp • Services-business services, nec • New York
CREDIT AGREEMENT, dated as of September 13, 2006, among HMS HOLDINGS CORP., the GUARANTORS party hereto, the LENDERS party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
AMENDMENT TO EMPLOYMENT AGREEMENT WILLIAM F MILLER III, HMS HOLDINGS NOVEMBER 2003Employment Agreement • March 29th, 2004 • HMS Holdings Corp • Services-business services, nec
The Board of Directors of HMS Holdings Corp. the successor company to Health Management Systems, Inc, (hereafter the "Company") has agreed to the following modifications and extension of the employment agreement (hereafter the "Agreement"), dated October 2, 2000 between the Health Management Systems, Inc, and William F. Miller III, (hereafter the "Employee"):
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 29th, 2016 • HMS Holdings Corp • Services-business services, nec
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made as of November 13th by and between HMS Holdings Corp., a Delaware corporation (“HMS Holdings”), and Douglas M. Williams, Jr., an individual (“you”) (and, together with HMS Holdings, the “Parties”) to provide services, as directed, to the entities comprising the Company (HMS Holdings and its subsidiaries and affiliates, the “Company”)).
AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 26th, 2021 • HMS Holdings Corp • Services-business services, nec • Texas
THIS AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is effective July 29, 2019 (the “Effective Date”), and is by and between HMS Holdings Corp., a Delaware corporation (“HMS”), and Maria Perrin, an individual (“you”) (and, together with HMS, the “Parties”) to provide services, as directed, to the entities comprising the “Company” (HMS and its respective subsidiaries and affiliates). This Agreement amends, restates and supersedes the Executive Employment Agreement between you and HMS dated January 1, 2019 in its entirety (the “Prior Agreement”).
THE GRAMERCY, BUILDING 2 LAS VEGAS, NEVADA OFFICE LEASEOffice Lease • May 12th, 2014 • HMS Holdings Corp • Services-business services, nec • Nevada
Participant Full Name> Dear <Participant First Name>HMS Holdings Corp • May 11th, 2015 • Services-business services, nec
Congratulations, you have been awarded restricted stock units (“RSUs”) in recognition of your contributions to the success of HMS Holdings Corp. (the “Company”) and its Affiliates. A restricted stock unit entitles you to receive a share of the Company’s common stock at a future date, assuming that you satisfy conditions of the Company’s Fourth Amended and Restated 2006 Stock Plan (the “Plan”) and the implementing agreement. We would like you to have an opportunity to share in the continued success of the Company through these RSUs under the Plan. The following represents a brief description of your grant. Additional details regarding your award are provided in the attached Restricted Stock Unit Agreement (the “Grant Agreement”) and in the Plan.
Participant Full Name> Dear <Participant First Name>Nonqualified Stock Option Grant Agreement • May 11th, 2015 • HMS Holdings Corp • Services-business services, nec
Congratulations, you have been awarded a stock option grant in recognition of your contributions to the success of HMS Holdings Corp. (the “Company”) and its Affiliates. A stock option grant gives you the right to purchase a specific number of shares of the Company’s common stock at a fixed price, assuming that you satisfy conditions of the Company’s Fourth Amended and Restated 2006 Stock Plan (the “Plan”) and the implementing agreement. We would like you to have an opportunity to share in the continued success of the Company through this stock option grant under the Plan. The following represents a brief description of your grant. Additional details regarding your award are provided in the attached Nonqualified Stock Option Agreement (the “Grant Agreement”) and in the Plan.
SEPARATION, WAIVER AND GENERAL RELEASE AGREEMENTSeparation, Waiver and General Release Agreement • August 10th, 2020 • HMS Holdings Corp • Services-business services, nec • Texas
This Separation, Waiver and General Release Agreement (referred to herein as “Agreement” or “Release”) is entered into by and between Teresa South (referred to herein as “You” or “Releasor”) and HMS Holdings Corp. For purposes of this Agreement, the term “Company” shall refer to HMS Holdings Corp. and its corporate affiliates and their respective direct and indirect subsidiaries and successors and assigns. The Company, together with its past and present parents, subsidiaries, affiliates, shareholders, owners, partners, members, officers, directors, representatives, employees, agents, counsel, successors and assigns, benefit plans, benefit plan trustees and administrators are referred to collectively herein as the “Releasees.” You and the Releasees shall be referred to collectively herein as the “Parties” and individually as a “Party.”
AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTEmployment Agreement • February 25th, 2019 • HMS Holdings Corp • Services-business services, nec • Texas
THIS AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is effective April 2, 2018 (the “Effective Date”), and is by and between HMS Holdings Corp., a Delaware corporation (“HMS”), and Emmet O’Gara, an individual (“you”) (and, together with HMS, the “Parties”) to provide services, as directed, to the entities comprising the “Company” (HMS and its respective subsidiaries and affiliates). This Agreement amends, restates and supersedes the Employment Agreement between you and the Company dated January 2, 2018 in its entirety (the “Prior Agreement”).
HMS HOLDINGS CORP. Form of Restricted Stock Unit AgreementRestricted Stock Unit Agreement • April 30th, 2012 • HMS Holdings Corp • Services-business services, nec • New York
THIS AGREEMENT, made as of February , 2011 between HMS HOLDINGS CORP., a New York corporation (the “Corporation”), and (the “Participant”), is pursuant to the Third Amended and Restated 2006 Stock Plan of the Corporation (the “Plan”). The Plan, as amended by the Board of Directors (the “Board”), was last approved by the shareholders (the “Shareholders”) of the Corporation on June 12, 2009. Said Plan, as it may hereafter be amended and continued by the Board and the Shareholders, is incorporated herein by reference and made a part of this Agreement.
Participant Full Name> Dear <Participant First Name>HMS Holdings Corp • March 1st, 2013 • Services-business services, nec
Congratulations, you have been awarded restricted stock units (“RSUs”) in recognition of your contributions to the success of HMS Holdings Corp. (the “Company”) and its Affiliates. A restricted stock unit entitles you to receive a share of the Company’s common stock at a future date, assuming that you satisfy conditions of the Company’s Fourth Amended and Restated 2006 Stock Plan (the “Plan”) and the implementing agreement. We would like you to have an opportunity to share in the continued success of the Company through these RSUs under the Plan. The following represents a brief description of your grant. Additional details regarding your award are provided in the attached Restricted Stock Unit Agreement (the “Grant Agreement”) and in the Plan.
HMS HOLDINGS CORP. Restricted Stock Unit AgreementRestricted Stock Unit Agreement • November 8th, 2010 • HMS Holdings Corp • Services-business services, nec • New York
THIS AGREEMENT, made as of October 1, 2010 between HMS HOLDINGS CORP., a New York corporation (the “Corporation”), and First Name Last Name (the “Participant”), is pursuant to the Amended and Restated 2006 Stock Plan of the Corporation (the “Plan”). The Plan, as amended by the Board of Directors (the “Board”), was last approved by the shareholders (the “Shareholders”) of the Corporation on June 12, 2009. Said Plan, as it may hereafter be amended and continued by the Board and the Shareholders, is incorporated herein by reference and made a part of this Agreement.
MASTER TEAMING AGREEMENTMaster Teaming Agreement • September 14th, 2006 • HMS Holdings Corp • Services-business services, nec • Massachusetts
This MASTER TEAMING AGREEMENT (this “Agreement”) is made and entered into as of this 13th day of September 2006 (the “Effective Date”) by and between PUBLIC CONSULTING GROUP, INC., a Massachusetts corporation (“PCG”), and HEALTH MANAGEMENT SYSTEMS, INC, (“HMS”), a New York corporation. Each of PCG and HMS are sometimes referred to herein individually as a “Party” and together as the “Parties.” Terms used herein that are defined in the Asset Purchase Agreement (as defined below) but not otherwise defined herein shall have the respective meanings assigned to them in the Asset Purchase Agreement.
ContractRsu Agreement • March 2nd, 2015 • HMS Holdings Corp • Services-business services, nec
Congratulations, you have been awarded restricted stock units (“RSUs”) in recognition of your contributions to the success of HMS Holdings Corp. (the “Company”) and its Affiliates. A restricted stock unit entitles you to receive a share of the Company’s common stock at a future date, assuming that you satisfy conditions of the Company’s Fourth Amended and Restated 2006 Stock Plan (the “Plan”) and the implementing agreement. We would like you to have an opportunity to share in the continued success of the Company through these RSUs under the Plan. The following represents a brief description of your grant. Additional details regarding your award are provided in the attached Restricted Stock Unit Agreement (the “Grant Agreement”) and in the Plan.
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • March 6th, 2009 • HMS Holdings Corp • Services-business services, nec • New York
AMENDED AND RESTATED EMPLOYMENT AGREEMENT, dated as of March 1, 2009, by and between HMS HOLDINGS CORP., a New York corporation (the “Company”), and ROBERT M. HOLSTER (the “Employee”).
HMS HOLDINGS CORP. Non-Qualified Stock Option AgreementNon-Qualified Stock Option Agreement • December 14th, 2004 • HMS Holdings Corp • Services-business services, nec
THIS AGREEMENT, made as of the «grantdate» between HMS HOLDINGS CORP., a New York corporation (the “Corporation”), and «first» «last» (the “Optionee”), is pursuant to either the 1995 Non-Employee Director Stock Option Plan or the 1999 Long-Term Incentive Stock Plan of the Corporation (each of which is hereinafter referred to as “the Plan”). The Plans, as adopted by the Board of Directors (the “Board”), was approved by the shareholders (the “Shareholders”) of the Corporation on March 7, 1995 and March 9, 1999, respectively. Said Plan, as it may hereafter be amended and continued by the Board of Directors and the Shareholders, is incorporated herein by reference and made a part of this Agreement.
Participant Full Name> Dear <Participant First Name>HMS Holdings Corp • March 2nd, 2015 • Services-business services, nec
Congratulations, you have been awarded a stock option grant in recognition of your contributions to the success of HMS Holdings Corp. (the “Company”) and its Affiliates. A stock option grant gives you the right to purchase a specific number of shares of the Company’s common stock at a fixed price, assuming that you satisfy conditions of the Company’s Fourth Amended and Restated 2006 Stock Plan (the “Plan”) and the implementing agreement. We would like you to have an opportunity to share in the continued success of the Company through this stock option grant under the Plan. The following represents a brief description of your grant. Additional details regarding your award are provided in the attached Nonqualified Stock Option Agreement (the “Grant Agreement”) and in the Plan.
AMENDED AND RESTATED CREDIT AGREEMENT dated as of May 3, 2013, as amended by Amendment No. 1 dated as of March 8, 2017 and Amendment No. 2 dated as of December 19, 2017 among HMS HOLDINGS CORP., The GUARANTORS Party Hereto, The LENDERS Party Hereto...Credit Agreement • December 21st, 2017 • HMS Holdings Corp • Services-business services, nec • New York
AMENDED AND RESTATED CREDIT AGREEMENT, dated as of May 3, 2013, as amended by Amendment No. 1, dated as of March 8, 2017, and Amendment No. 2 dated as of December 19, 2017 (this “Agreement”), among HMS HOLDINGS CORP. (the “Borrower”), the GUARANTORS party hereto, the LENDERS party hereto, and CITIBANK, N.A., as Administrative Agent.
DATA SERVICES AGREEMENT between HMS BUSINESS SERVICES, INC. and ACCORDIS HOLDING CORP. Dated July 31, 2007Data Services Agreement • March 11th, 2009 • HMS Holdings Corp • Services-business services, nec • New York
This DATA SERVICES AGREEMENT, dated July 31, 2007 (the “Effective Date”), is between HMS Business Services, Inc. (“Vendor”) and Accordis Holding Corp. (“Accordis Holding”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • August 6th, 2018 • HMS Holdings Corp • Services-business services, nec • Delaware
THIS AGREEMENT (this “Agreement”), dated as of [●], is entered into by and between HMS Holdings Corp., a Delaware corporation (the “Company”), and [●] (“Indemnitee”).
AMENDMENT NO. 1HMS Holdings Corp • June 6th, 2017 • Services-business services, nec • New York
AMENDMENT NO. 1, dated as of March 8, 2017 (this “Amendment”), by and among HMS Holdings Corp. (the “Borrower”), the subsidiaries of the Borrower party hereto (the “Guarantors”), and the Lenders (as defined below) party hereto, to the Credit Agreement referred to below.
TRANSITION SERVICES AGREEMENTTransition Services Agreement • September 7th, 2005 • HMS Holdings Corp • Services-business services, nec • New York
TRANSITION SERVICES AGREEMENT, dated August 31, 2005, between HMS BUSINESS SERVICES, INC., a New York corporation (“HMS”), and ACCORDIS INC., a New York corporation (“Accordis”).
Participant Full Name> Dear <Participant First Name>,HMS Holdings Corp • May 10th, 2016 • Services-business services, nec
Congratulations, HMS Holdings Corp. (the “Company”) has granted you restricted stock units (“RSUs”) under the Company’s Fourth Amended and Restated 2006 Stock Plan, as amended (the “Plan”). An RSU entitles you to receive a share of the Company’s common stock at a future date, assuming that you satisfy conditions of the Plan and the implementing grant agreement. We would like you to have an opportunity to share in the success of the Company through these RSUs under the Plan. The following represents a brief description of your grant. Additional details regarding your award are provided in the attached Restricted Stock Unit Grant Agreement (the “Grant Agreement”) and in the Plan.
HEALTH MANAGEMENT SYSTEMS, INC. Non-Qualified Stock Option AgreementQualified Stock Option Agreement • September 2nd, 2003 • HMS Holdings Corp • Services-business services, nec • New York
THIS AGREEMENT, made as of the March 30, 2001 between HEALTH MANAGEMENT SYSTEMS, INC., a New York corporation (the “Corporation”), and Robert M. Holster (the “Optionee”), is approved by the Board of Directors (the “Board”), of the Corporation on March 30, 2001.
FIRST AMENDMENT TO AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • December 26th, 2020 • HMS Holdings Corp • Services-business services, nec
THIS FIRST AMENDMENT TO AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (this “First Amendment”), is made as of December 20, 2020 (the “Effective Date”), by and between HMS Holdings Corp. (the “Company”) and [______] (the “Employee”). Capitalized terms used and not otherwise defined herein shall have the meanings ascribed to such terms in the Employment Agreement (as defined below).
SUPPLEMENTARY MEDICAID RAC CONTRACT TEAMING AND CONFIDENTIALITY AGREEMENT Between Public Consulting Group, Inc. and Health Management Systems, Inc.Supplementary Medicaid Rac Contract Teaming and Confidentiality Agreement • August 8th, 2011 • HMS Holdings Corp • Services-business services, nec • Massachusetts
This Supplementary RAC Contract Teaming and Confidentiality Agreement (“the RAC Agreement”) is entered into between Public Consulting Group, Inc. (“PCG”) and Health Management Systems, Inc. (“HMS”), as of July 25, 2011.
AMENDED MASTER TEAMING AND NON-COMPETE AGREEMENTTeaming and Non-Compete Agreement • August 8th, 2011 • HMS Holdings Corp • Services-business services, nec • Massachusetts
This AMENDED MASTER TEAMING AND NON-COMPETE AGREEMENT (the “Agreement”) is made and entered into as of this 25th day of July, 2011 (the “Effective Date”), by and between PUBLIC CONSULTING GROUP, INC., a Massachusetts corporation (“PCG”), and HEALTH MANAGEMENT SYSTEMS, INC, (“HMS”), a New York corporation. Each of PCG and HMS are sometimes referred to herein individually as a “Party” and together as the “Parties.” Terms used herein that are not otherwise defined herein shall have the respective meanings assigned to them in the Asset Purchase Agreement between PCG and HMS Holdings, Corp. dated June 22, 2006, where such terms are therein defined.
NON-COMPETE AGREEMENTNon-Compete Agreement • September 7th, 2005 • HMS Holdings Corp • Services-business services, nec • New York
NON-COMPETE AGREEMENT, dated as of August 31, 2005, among HMS HOLDINGS CORP., a New York corporation (“Seller”), HEALTH MANAGEMENT SYSTEMS, INC., a New York corporation (“HMS”), HMS BUSINESS SERVICES, INC., a New York corporation (“HMSBS” and, together with Seller and HMS, the “Seller Entities”), ACCORDIS HOLDING CORP., a New York corporation (“Purchaser”), and ACCORDIS INC., a New York corporation (“Accordis”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG HMS HOLDINGS CORP. MONTMARTRE MERGER SUB, INC., HDI HOLDINGS, INC., AND WITH RESPECT TO ARTICLES II, VIII, IX AND X ONLY FORTIS ADVISORS LLC AS SECURITYHOLDERS’ REPRESENTATIVE Dated as of November 7, 2011Agreement and Plan of Merger • December 19th, 2011 • HMS Holdings Corp • Services-business services, nec • Nevada
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of November 7, 2011, by and among HMS Holdings Corp. a New York corporation (“Parent”), Montmartre Merger Sub, Inc., a Nevada corporation and direct wholly-owned subsidiary of Parent (“Merger Sub”), HDI Holdings, Inc., a Nevada corporation (the “Company”), and with respect to ARTICLE II, ARTICLE VIII, ARTICLE IX and ARTICLE X only, Fortis Advisors LLC, a Delaware limited liability company, as Securityholders’ Representative.
