Exhibit 10.3 SERVICE AGREEMENT This SERVICE AGREEMENT is entered into as of September 1, 2002 by and between CareDecision Corp. a Nevada corporation, (the "Company"), and Robert Jagunich ("Jagunich"), and is effective upon the execution by the parties...Service Agreement • April 29th, 2003 • Caredecision Corp • Services-computer programming services • Nevada
Exhibit 10.10 CONSULTING AGREEMENT This CONSULTING AGREEMENT is entered into as of September 15, 2002 by and between CareDecision Corp. a Nevada corporation, (the "Company"), end Paradigm Partners, Inc. ("Paradigm"), and is effective upon the...Consulting Agreement • April 29th, 2003 • Caredecision Corp • Services-computer programming services • Nevada
Exhibit 10.7 CONSULTING AGREEMENT Consulting Agreement dated as of December 20, 2002 by and between CareDecision Corporation., a Nevada corporation, (the "Company"), and Wizard Enterprises ("Consultant"). WITNESSETH: WHEREAS, Consultant has been an...Consulting Agreement • April 29th, 2003 • Caredecision Corp • Services-computer programming services • Nevada
Exhibit 4.11 CONSULTING SERVICES AGREEMENT This Consulting Services Agreement (the "Agreement") is made as of October 1, 2002, by and between Glen E. Greenfelder Jr., an individual, and CareDecision Corporation, a Nevada corporation. Greenfelder has...Consulting Services Agreement • December 17th, 2002 • Caredecision Corp • Services-computer programming services
Exhibit 10.6 CONSULTING AGREEMENT Consulting Agreement dated as of December 13, 2002 by and between CareDecision Corporation., a Nevada corporation, (the "Company"), and Wizard Enterprises ("Consultant"). WITNESSETH: WHEREAS, Consultant has been an...Consulting Agreement • April 29th, 2003 • Caredecision Corp • Services-computer programming services • Nevada
Exhibit 10.1 CONSULTING AGREEMENT THIS AGREEMENT (The "Agreement"), is made and entered into as of this 21st day of October 2002, by and between Dailyfinancial.com Inc with offices at 324 Jay Street, New York 10536 ("the "Consultant"), and...Consulting Agreement • April 29th, 2003 • Caredecision Corp • Services-computer programming services • Nevada
RECITALNote Agreement • April 29th, 2003 • Caredecision Corp • Services-computer programming services • New York
EXHIBIT 10 TECHNOLOGY LICENSE AGREEMENT This Agreement is entered into as of March 28, 2001 (the "Effective Date") by and between ATR Technology, LLC, a limited liability company of the state of Nevada and having its principal place of business at 29...Technology License Agreement • September 27th, 2001 • Atr Search Corp • New York
Exhibit 10.13 MEMORANDUM OF AGREEMENT made this 28th day of March 2003. BETWEEN: Thomas Chillemi A person in the State of New York ("Lender")Memorandum of Agreement • August 29th, 2003 • Caredecision Corp • Services-computer programming services • Nevada
Exhibit 4.11 CONSULTING AGREEMENT Agreement made this 13th day of August, 2002, between CareDecision Corporation., (hereinafter referred to as "Corporation"), and Barbara Asbell, (hereinafter referred to as "Consultant"): In consideration of the...Consulting Agreement • September 4th, 2002 • Caredecision Corp • Services-computer programming services • Pennsylvania
WARRANT TO PURCHASE COMMON STOCKCaredecision Corp • February 11th, 2005 • Services-computer programming services • California
THIS WARRANT CERTIFIES THAT for value received, Monarch Pointe Fund, Ltd., or its registered assigns (hereinafter called the “Holder”) is entitled to purchase from CareDecision Corporation (hereinafter called the “Company”), the above referenced number of fully paid and nonassessable shares (the “Shares”) of common stock (the “Common Stock”), of Company, at the Warrant Price per Share referenced above; the number of shares purchasable upon exercise of this Warrant referenced above being subject to adjustment from time to time as described herein. This Warrant is issued in connection with that certain Subscription Agreement dated as of the date hereof, by and between the Company and Holder (the “Subscription Agreement”). The exercise of this Warrant shall be subject to the provisions, limitations and restrictions contained herein.
Exhibit 4.11 CONSULTING AGREEMENT This CONSULTING AGREEMENT is entered into as of January 3, 2003 by and between CareDecision Corp. a Nevada corporation, (the "Company"), and Dr. Joseph A. Wolf ("Dr. Wolf"), and is effective upon the execution by the...Consulting Agreement • January 24th, 2003 • Caredecision Corp • Services-computer programming services • Nevada
CareDecision Corporation Shares of Series C Convertible Preferred Stock and Common Stock Warrants SUBSCRIPTION AGREEMENTCaredecision Corp • February 11th, 2005 • Services-computer programming services • California
CareDecision Corporation, a Nevada corporation (the "Company"), hereby confirms its agreement with Mercator Momentum Fund, L.P, and Monarch Pointe Fund, Ltd. (collectively, the "Purchasers") and Mercator Advisory Group, LLC (“MAG”), as set forth below.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 11th, 2005 • Caredecision Corp • Services-computer programming services • New York
THIS SECURITIES PURCHASE AGREEMENT, dated as of March 24, 2004, is entered into by and between CAREDECISION CORP., a Nevada corporation, with headquarters located at 2660 Townsgate Road, Suite 300, Westlake Village, CA 91361 (the “Company”), and the undersigned (the “Buyer”).
EXHIBIT D to Subscription Agreement REGISTRATION RIGHTS AGREEMENTSubscription Agreement • February 11th, 2005 • Caredecision Corp • Services-computer programming services • California
AGREEMENT dated as of February ___, 2005, between MERCATOR MOMENTUM FUND, L.P., and MONARCH POINTE FUND, LTD. (collectively, the “Funds”) and MERCATOR ADVISORY GROUP, LLC (“MAG”) (the Funds and MAG are referred to individually as a “Holder” and collectively as the “Holders”), and CareDecision, a Nevada corporation (the “Company”).
WARRANT TO PURCHASE COMMON STOCKCaredecision Corp • February 11th, 2005 • Services-computer programming services • California
THIS WARRANT CERTIFIES THAT for value received, Mercator Momentum Fund, LP., or its registered assigns (hereinafter called the “Holder”) is entitled to purchase from CareDecision Corporation (hereinafter called the “Company”), the above referenced number of fully paid and nonassessable shares (the “Shares”) of common stock (the “Common Stock”), of Company, at the Warrant Price per Share referenced above; the number of shares purchasable upon exercise of this Warrant referenced above being subject to adjustment from time to time as described herein. This Warrant is issued in connection with that certain Subscription Agreement dated as of the date hereof, by and between the Company and Holder (the “Subscription Agreement”). The exercise of this Warrant shall be subject to the provisions, limitations and restrictions contained herein.
WARRANT TO PURCHASE COMMON STOCKCaredecision Corp • February 11th, 2005 • Services-computer programming services • California
THIS WARRANT CERTIFIES THAT for value received, Mercator Advisory Group, LLC or its registered assigns (hereinafter called the “Holder”) is entitled to purchase from CareDecision Corporation (hereinafter called the “Company”), the above referenced number of fully paid and nonassessable shares (the “Shares”) of common stock (the “Common Stock”), of Company, at the Warrant Price per Share referenced above; the number of shares purchasable upon exercise of this Warrant referenced above being subject to adjustment from time to time as described herein. This Warrant is issued in connection with that certain Subscription Agreement dated as of the date hereof, by and between the Company and Holder (the “Subscription Agreement”). The exercise of this Warrant shall be subject to the provisions, limitations and restrictions contained herein.
NOTE EXTENSION AGREEMENTNote Extension Agreement • February 11th, 2005 • Caredecision Corp • Services-computer programming services • New York
This Note Extension Agreement is dated as of September 24, 2004 (this “Agreement”) and is between CAREDECISION CORP. a Nevada corporation with an address at 2660 Townsgate Road, Westlake Village, Suite 300, CA 91361 (“Maker”) and PINNACLE INVESTMENT PARTNERS, L.P., a New York limited partnership with an address at 40 Wall Street, 24th Floor, New York, New York 10005 (“Payee”). Maker and Payee are sometimes referred to herein as the “Parties”.
NOTE EXTENSION AGREEMENTNote Extension Agreement • February 11th, 2005 • Caredecision Corp • Services-computer programming services • New York
This Note Extension Agreement is dated as of February 10, 2005 (this “Agreement”), and is between CAREDECISION CORP., a Nevada corporation with an address at 2660 Townsgate Road, Westlake Village, Suite 300, CA 91361 (“Maker”), and PINNACLE INVESTMENT PARTNERS, L.P., a New York limited partnership with an address at 40 Wall Street, 24th Floor, New York, New York 10005 (“Payee”). Maker and Payee are sometimes referred to herein as the “Parties”.
OMNIBUS LOAN DOCUMENT MODIFICATION AND REAFFIRMATION AGREEMENTOmnibus Loan Document Modification • August 12th, 2011 • instaCare Corp. • Services-computer programming services • Nevada
THIS OMNIBUS LOAN DOCUMENT MODIFICATION AND REAFFIRMATION AGREEMENT (this "Agreement") dated December 4, 2009, and effective as of November 9, 2009, is entered into by and among PHARMTECH DIRECT CORP., a Nevada corporation, with an address of 2660 Townsgate Road, Suite 300, Westlake Village, California 91361 (the "Borrower"), 1NSTACARE CORP., a Nevada corporation, with an address of 2660 Townsgate Road, Suite 300, Westlake Village, California 91361 ("instaCare"), and CENTURION CREDIT RESOURCES LLC, a Delaware limited liability company with an address of 152 West 57th Street, 54th Floor, New York, New York 10019 (together with any successors or assigns or any lending institution participating in the rights and obligations thereof hereunder, and subject to file terms and conditions of any participation agreement between such participating lending institution and Centurion Credit Resources LLC, the "Lender").
Exhibit 4.12 CONSULTING AGREEMENT Agreement made this 26th day of February, 2002, between ATR Search Corporation, (hereinafter referred to as "Corporation"), and Qurag, Inc., (hereinafter referred to as "Consultant"): In compliance with the Securities...Consulting Agreement • March 1st, 2002 • Atr Search Corp • Services-computer programming services • Texas
Exhibit 10.2 AGENT'S REPRESENTATION AGREEMENT THIS AGREEMENT ("Agreement") is made and effective on August 20, 2002 by and between CareDecision.net Incorporated ("Company") and CareDecision Corporation, a Nevada corporation and its agents, assigns,...Agent's Representation Agreement • April 29th, 2003 • Caredecision Corp • Services-computer programming services • California
Exhibit 10.21 May 16, 2002 To the Officers and Directors of CareDecision Corporation 2660 Townsgate Road, Suite 300 Westlake Village, CA 91361 Gentlemen: In this letter Agreement to the Officers and Directors of CareDecision Corporation (the...Caredecision Corp • August 29th, 2003 • Services-computer programming services
exhibit 10.12 Intellectual Property Purchase AgreementProperty Purchase Agreement • August 14th, 2003 • Caredecision Corp • Services-computer programming services • California
AGREEMENTConsulting Agreement • April 29th, 2003 • Caredecision Corp • Services-computer programming services • Nevada
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • February 11th, 2005 • Caredecision Corp • Services-computer programming services • New York
PLEDGE AND SECURITY AGREEMENT is dated March 24, 2004, and is between CAREDECISION, CORP., a Nevada corporation (the “Pledgor”), and PINNACLE INVESTMENT PARTNERS, L.P., a New York limited partnership (the “Secured Creditor”).
First Republic Bank DEPOSIT ACCOUNT CONTROL AGREEMENTDeposit Account Control Agreement • August 12th, 2011 • instaCare Corp. • Services-computer programming services
This Deposit Account Control Agreement (“Agreement”) is entered into this 19th day of November, 2007, between First Republic Bank (“Bank”), Centurion Credit Resources LLC (“Secured Party”), and Pharmatech Direct Corp. (“Customer”).
Exhibit 4.11 BUSINESS CONSULTING AGREEMENT Agreement made this 17th day of February, 2002, between ATR Search Corporation, (hereinafter referred to as "Corporation"), and MLSA, (hereinafter referred to as "Consultant"): In compliance with the...Business Consulting Agreement • March 1st, 2002 • Atr Search Corp • Services-computer programming services • Texas
ESCROW AGREEMENTEscrow Agreement • August 12th, 2011 • instaCare Corp. • Services-computer programming services • New York
THIS ESCROW AGREEMENT ("Agreement") is made as of December 4 , 2009, but effective as of November 9, 2009, by and among InstaCare Corp., a Nevada corporation, (the "Issuer"), Centurion Credit Resources LLC, a Delaware limited liability company, (the "Lender") and Tarter Krinsky & Drogin LLP (the "Escrow Agent") as agent for the Lender.
Exhibit 10.9 PROGRAM AGREEMENT This Program Agreement is entered into as of the 4th day of May, 2001 by and between PharmaCare Management Services, Inc., a Delaware corporation ("PharmaCare"), and CareDecision.net Incorporated, a California...Program Agreement • April 29th, 2003 • Caredecision Corp • Services-computer programming services • California
LEASELease • July 18th, 2005 • instaCare Corp. • Services-computer programming services
By this indenture of lease, this 30 day of December, 2004., Ronald R. Kelly and Linda R. Kelly herein called Lessors, lease to NEXT GENESYS CORP, INC., f/k/a CAREDECISION CORP., herein called Lessee, the following described premises: 96 South Madison, Cathage, Illinois, for use as wholesale drug distribution warehouse and office facility, for a term of 1 year, commencing January 1, 2005, and expiring December 31, 2005, at an annual rental rate of $45,000.00 payable in monthly installments of $3,750.00 in advance on the first day of each month. Upon execution of the Agreement Lessee shall pay first and last months rent to Ronald R. Kelly and Linda R. Kelly, 12139 N. 1050th Rd., Macomb, Illinois, and at that time shall be given possession of the premises in order to operate the proposed wholesale drug distribution, all on the following terms.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 12th, 2011 • instaCare Corp. • Services-computer programming services • New York
This LOAN AND SECURITY AGREEMENT (this “Agreement”), entered into as of November 19, 2007, among PHARMATECH DIRECT CORP., a Nevada corporation, with an address of 2660 Townsgate Road, Suite 300, Westlake Village, California 91361 (the “Borrower”), INSTACARE CORP., a Nevada corporation, with an address of 2660 Townsgate Road, Suite 300, Westlake Village, California 91361 (“Instacare”) and CENTURION CREDIT RESOURCES LLC, a Delaware limited liability company with an address of 152 West 57th Street, 54th Floor, New York, New York 10019 (together with any successors or assigns or any lending institution participating in the rights and obligations thereof hereunder, and subject to the terms and conditions of any participation agreement between such participating lending institution and Centurion Credit Resources LLC, the “Lender”).
