Precis Smart Card Systems Inc Sample Contracts

Access Plans USA, Inc. – LOAN AGREEMENT (February 13th, 2009)

THIS LOAN AGREEMENT dated as of February 9, 2009 (this “Loan Agreement”) between Alliance HealthCard, Inc. (the “Lender”) and Access Plans USA, Inc. (the “Borrower”) respecting the granting by the Lender of an Operating/Standby Line of Credit (the “Credit”) on the following terms and conditions:

Access Plans USA, Inc. – FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER (February 13th, 2009)

This FIRST AMENDMENT, dated as of February 9, 2009, to the Agreement and Plan of Merger dated November 13, 2008 (the “Merger Agreement”), is among ALLIANCE HEALTHCARD, INC., a Georgia corporation (“ALHC”), ACCESS/ALLIANCE ACQUISITION CORP., an Oklahoma corporation and wholly-owned special purpose subsidiary of ALHC (“Acquisition Corp” and with ALHC, the “Company”), and ACCESS PLANS USA, INC., an Oklahoma corporation (“AUSA”). Collectively, ALHC, Acquisition Corp and AUSA are referred to as the “Parties” or individually the “Party.” Capitalized terms used herein shall have the meaning ascribed to such term in the Merger Agreement.

Access Plans USA, Inc. – STOCK PURCHASE AGREEMENT (December 30th, 2008)

This Stock Purchase Agreement (this “Agreement”) is entered into on December 24, 2008, by and among HealthScope Benefits, Inc., a Delaware corporation (“Buyer”), and Precis-Access Acquisition, Inc., a Texas corporation (“Seller”), and Access Plans USA, Inc., an Oklahoma corporation (“Access Plans”). Buyer, Seller and Access Plans are referred to collectively herein as the “Parties.”

Access Plans USA, Inc. – AGREEMENT AND PLAN OF MERGER AMONGST ALLIANCE HEALTHCARD, INC., ACCESS/ALLIANCE ACQUISITION CORP. AND ACCESS PLANS USA, INC. DATED: NOVEMBER 13, 2008 (November 14th, 2008)

THIS AGREEMENT AND PLAN OF MERGER, dated as of November 13, 2008 (this “Agreement”), is amongst ALLIANCE HEALTHCARD, INC., a Georgia corporation (the “ALHC”), ACCESS/ALLIANCE ACQUISITION CORP., an Oklahoma corporation and wholly-owned special purpose subsidiary of ALHC (“Acquisition Corp” and with ALHC, the “Company”), and ACCESS PLANS USA, INC., an Oklahoma corporation (“AUSA”). Collectively, ALHC, Acquisition Corp and AUSA are referred to as the “Parties” or individually the “Party.”

Access Plans USA, Inc. – NEWS RELEASE Access Plans USA, Inc. Announces Agreement To Merge With Alliance HealthCard, Inc. (November 14th, 2008)

November 13, 2008 — Irving, TX — Access Plans USA, Inc. (NASDAQ: AUSA), a developer and nationwide distributor of quality affordable consumer driven healthcare programs, announced today that it has entered into a definitive agreement to merge with Alliance HealthCard, Inc., a national marketing company specializing in the distribution of a broad range of discount savings plans, including discount medical plans.

Access Plans USA, Inc. – LOAN AND SECURITY AGREEMENT dated as of March 24, 2008 among America’s Healthcare/Rx Plan Agency, Inc. and Access Plans USA, Inc., as Borrowers and CFG LLC, as Lender and Secured Party (October 27th, 2008)

THIS LOAN AND SECURITY AGREEMENT (the “Loan Agreement”) is made and entered into as of March 24 , 2008 by and between America’s Healthcare/Rx Plan Agency, Inc., a Delaware corporation (the “Borrower”), Access Plans USA, Inc., an Oklahoma corporation (the “Co-Borrower”), and CFG LLC, a Delaware limited liability company (“CFG” or “Lender”).

Access Plans USA, Inc. – LOAN AND SECURITY AGREEMENT dated as of March 24, 2008 among America’s Healthcare/Rx Plan Agency, Inc. and Access Plans USA, Inc., as Borrowers and CFG LLC, as Lender and Secured Party (April 2nd, 2008)

THIS LOAN AND SECURITY AGREEMENT (the “Loan Agreement”) is made and entered into as of March 24 , 2008 by and between America’s Healthcare/Rx Plan Agency, Inc., a Delaware corporation (the “Borrower”), Access Plans USA, Inc., an Oklahoma corporation (the “Co-Borrower”), and CFG LLC, a Delaware limited liability company (“CFG” or “Lender”).

Access Plans USA, Inc. – Access Plans USA, Inc. Announces Third Quarter 2007 Results; Revenue and Core Earnings Growth Offset By GAAP Net Loss (November 20th, 2007)

*   Core Earnings comprise pre-tax income before interest and charges for depreciation, amortization, non-cash stock compensation, goodwill and other non-cash charges, restructuring charges, and significant legal/settlement costs related to prior year activities.

Access Plans USA, Inc. – STOCK PURCHASE AGREEMENT AMONG ACCESS PLANS USA, INC. PROTECTIVE MARKETING ENTERPRISES, INC. AND PROTECTIVE LIFE CORPORATION DATED AS OF SEPTEMBER 27, 2007 STOCK PURCHASE AGREEMENT (September 28th, 2007)
Access Plans USA, Inc. – SERVICES AGREEMENT WITH LIFEGUARD EMERGENCY TRAVEL, INC. (April 2nd, 2007)
Precis Inc – Precis, Inc. Announces Third Quarter Results and Executes Agreement to Merge with Insurance Capital Management (November 9th, 2006)

November 9, 2006 — Grand Prairie, Texas — Precis, Inc. (Nasdaq: PCIS), a provider of access to affordable healthcare services to the ever growing number of uninsured and/or underinsured in the United States, reported its financial results for the third quarter ended September 30, 2006.  Precis also announced that it has entered into an Agreement and Plan of Merger with Insurance Capital Management USA Inc. (“ICM”).

Precis Inc – EMPLOYMENT AGREEMENT DATED AUGUST 1, 2005, BETWEEN REGISTRANT AND COLEMAN ORR. EMPLOYMENT AGREEMENT (March 31st, 2006)

THIS EMPLOYMENT AGREEMENT (this "Agreement"), effective as of the 1st day of August 2005 (the "Effective Date"), by and between Precis, Inc. (the "Company"), an Oklahoma corporation, and Coleman Orr, an individual (the "Employee") (the Company and the Employee are collectively referred to as the "parties" or are individually referred to as the "party").

Precis Inc – REGISTRATION RIGHTS AGREEMENT (January 12th, 2006)

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into this 18th day of June 2004, by and between Precis, Inc., an Oklahoma corporation (the “Company”), and National Center for the Employment of the Disabled, a Texas nonprofit corporation (“NCED”) (collectively NCED and the Company are referred to as the “parties” or individually the “party”).

Precis Inc – ASSET PURCHASE AGREEMENT AMONGST PRECIS, INC. FORESIGHT, INC. AND BENEFIT MARKETING SOLUTIONS, LLC EFFECTIVE DECEMBER 1, 2005 (December 12th, 2005)

THIS ASSET PURCHASE AGREEMENT, dated to be effective as of December 1, 2005 (this “Agreement”), is amongst PRECIS, INC., an Oklahoma corporation (“Precis”), Foresight, Inc., an Oklahoma corporation and wholly-owned subsidiary of Precis (“Seller”) and Benefit Marketing Solutions, LLC, an Oklahoma limited liability company (“Buyer”).  Collectively, Buyer, Seller and Buyer, shall be referred to as the “Parties” or individually the “Party.”

Precis Inc – EMPLOYMENT AGREEMENT (April 18th, 2005)

THIS EMPLOYMENT AGREEMENT (this “Agreement”), effective as of the 1st day of November 2004 (the “Effective Date”), by and between Precis, Inc. (the “Company”), an Oklahoma corporation, and Robert L. Bintliff, an individual (the “Executive”) (the Company and the Executive are collectively referred to as the “parties” or are individually referred to as the “party”).

Precis Inc – EMPLOYMENT AGREEMENT (July 2nd, 2004)

THIS EMPLOYMENT AGREEMENT (this “Agreement”), effective as of the 18thday of June, 2004 (the “Effective Date”), by and between Access Healthsource, Inc. (the “Company”), Precis, Inc. (the “Parent”), and Frank Apodaca, an individual (the “Executive”) (the Company, the Parent, and the Executive are collectively referred to as the “parties” or are individually referred to as the “party”).

Precis Inc – STOCK PURCHASE AGREEMENT AMONGST PRECIS, INC. PRECIS-ACCESS ACQUISITION, INC. AND NATIONAL CENTER FOR EMPLOYMENT OF THE DISABLED ACCESS HEALTHSOURCE, INC. ACCESS ADMINISTRATORS, INC. ACCESS HEALTHSOURCE ADMINISTRATORS, INC. AND ADVANTAGE CARE NETWORK, INC. DATED: JUNE 18, 2004 (July 2nd, 2004)

THIS STOCK PURCHASE AGREEMENT, dated as of June 18, 2004 (this “Agreement”), is amongst PRECIS, INC., an Oklahoma corporation (“Parent”), PRECIS-ACCESS ACQUISITION, INC., a Texas corporation and a wholly-owned subsidiary of Parent (“Acquisition Sub”), ACCESS ADMINISTRATORS, INC., a Texas corporation (“AAI”), ACCESS HEALTHSOURCE ADMINISTRATORS, INC., a Texas corporation (“AHA”), ADVANTAGE CARE NETWORK, INC., a Delaware corporation (“ACNI”), and ACCESS HEALTHSOURCE, INC., a Texas corporation (“AHI” and jointly with AAI, ACNI and AHA referred to as the “Company”) and NATIONAL CENTER FOR EMPLOYMENT OF THE DISABLED, a Texas nonprofit corporation (“NCED” or the “Company Shareholder”).  Collectively, Parent, Acquisition Sub, AAI, AHA, ACNI, AHI and the Company Shareholder shall be referred to as the “Parties” or individually the “Party.”

Precis Inc – INDEMNITY AND CONTRIBUTION AGREEMENT (November 13th, 2003)

This Indemnity and Contribution Agreement (this “Agreement”) made and entered into by and between Precis Inc., an Oklahoma corporation (hereinafter the “Company”) and [NAME OF OFFICER OR DIRECTOR], [a director OR a director and executive officer OR executive officer] of the Company (hereinafter, together with each of Indemnitee’s heirs, personal representatives, administrators, custodians, and estates, the “Indemnitee” or “claimant”).

Precis Inc – EMPLOYMENT AGREEMENT (November 13th, 2003)

THIS EMPLOYMENT AGREEMENT (this “Agreement”), effective as of the 1st day of August, 2003 (the “Effective Date”), by and between Precis, Inc. (the “Company”), an Oklahoma corporation, and Bobby Rhodes, an individual (the “Executive”) (the Company and the Executive are collectively referred to as the “parties” or are individually referred to as the “party”).

Precis Inc – EMPLOYMENT AGREEMENT (November 13th, 2003)

THIS EMPLOYMENT AGREEMENT (this “Agreement”), effective as of the 1st day of August, 2003 (the “Effective Date”), by and between Precis, Inc. (the “Company”), an Oklahoma corporation, and Dino Eliopoulos, an individual (the “Executive”) (the Company and the Executive are collectively referred to as the “parties” or are individually referred to as the “party”).

Precis Inc – EMPLOYMENT AGREEMENT (November 13th, 2003)

THIS EMPLOYMENT AGREEMENT (this “Agreement”), effective as of the 1st day of August, 2003 (the “Effective Date”), by and between Precis, Inc. (the “Company”), an Oklahoma corporation, and Judith Henkels, an individual (the “Executive”) (the Company and the Executive are collectively referred to as the “parties” or are individually referred to as the “party”).

Precis Smart Card Systems Inc – AGREEMENT AND PLAN OF MERGER (May 11th, 2000)
Precis Smart Card Systems Inc – RE: MERGER AND ACQUISITION AGREEMENT (January 18th, 2000)
Precis Smart Card Systems Inc – PROMOTIONAL SHARES LOCK-IN AGREEMENT (January 18th, 2000)
Precis Smart Card Systems Inc – FINANCIAL ADVISORY AGREEMENT (January 18th, 2000)
Precis Smart Card Systems Inc – INDEPENDENT CONTRACTOR AGREEMENT (December 6th, 1999)
Precis Smart Card Systems Inc – SMART CARD SYSTEM AGREEMENT (December 6th, 1999)
Precis Smart Card Systems Inc – PROMOTIONAL SHARES LOCK-IN AGREEMENT (December 6th, 1999)
Precis Smart Card Systems Inc – AGREEMENT (December 6th, 1999)
Precis Smart Card Systems Inc – 1999 STOCK OPTION PLAN (December 6th, 1999)
Precis Smart Card Systems Inc – ADVERTISING AGREEMENT (December 6th, 1999)
Precis Smart Card Systems Inc – CONTRACT PROPOSAL FOR SAHALEE COUNTRY CLUB (December 6th, 1999)
Precis Smart Card Systems Inc – LICENSE AGREEMENT (December 6th, 1999)
Precis Smart Card Systems Inc – MASTER EQUIPMENT PURCHASE AND MAINTENANCE AGREEMENT (September 7th, 1999)
Precis Smart Card Systems Inc – 1999 STOCK OPTION PLAN (September 7th, 1999)