AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENTEmployment Agreement • February 3rd, 2011 • Targeted Medical Pharma, Inc. • Blank checks • California
This Amendment No. 1 (the “Amendment”) dated January 31, 2011, to that certain Employment Agreement (the “Agreement”), dated June 1, 2010 between TARGETED MEDICAL PHARMA, INC. ("Employer") and WILLIAM E. SHELL, MD ("Executive").
EMPLOYMENT AGREEMENTEmployment Agreement • February 3rd, 2011 • Targeted Medical Pharma, Inc. • Blank checks • California
This employment agreement is effective as of June 1, 2010 between TARGETED MEDICAL PHARMA (“Employer”) and Kim Giffoni (“Executive”).
JOINT FILING AGREEMENTJoint Filing Agreement • February 4th, 2011 • Targeted Medical Pharma, Inc. • Blank checks
JOINT FILING AGREEMENT (this “Agreement”), dated as of January 31, 2011, among Elizabeth Charuvastra and William Shell Family Trust dated July 27, 2006 and Amended September 29, 2006, (the “EC and WS Family Trust”), William E. Shell, MD and Elizabeth Charuvastra (collectively, the “Joint Filers”).
EMPLOYMENT AGREEMENTEmployment Agreement • February 14th, 2011 • Targeted Medical Pharma, Inc. • Blank checks • California
This employment agreement is effective as of January 31, 2011 between TARGETED MEDICAL PHARMA (“Employer”) and Amir Blachman (“Executive”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 3rd, 2011 • Targeted Medical Pharma, Inc. • Blank checks • Delaware
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 31, 2011, by and among Targeted Medical Pharma, Inc., a Delaware corporation, with headquarters located at 2980 Beverly Glen Circle, Suite 301, Los Angeles, CA 90077 (the “Company”), and the investors listed on the Schedule A attached hereto (each, a “Stockholder” or “Holder” and collectively, the “Stockholders” or “Holders”).
FORM OF] TARGETED MEDICAL PHARMA, INC. STOCK INCENTIVE PLAN NON-QUALIFIED STOCK OPTION AGREEMENT (TIME-BASED AND PERFORMANCE-BASED VESTING)1Non-Qualified Stock Option Agreement • February 3rd, 2011 • Targeted Medical Pharma, Inc. • Blank checks
MEDICAL FOOD CONVENIENCE PACK AND PHARMACEUTICAL PURCHASE AGREEMENTPurchase Agreement • February 3rd, 2011 • Targeted Medical Pharma, Inc. • Blank checks • California
This Medical Food Convenience Pack and Pharmaceutical Purchase Agreement (the “Agreement”) is made this 20th day of October, 2008 (the “Effective Date”) by and between GlobalMed Management LLC, a California (“Distributor”), and Targeted Medical Pharma, Inc., a Delaware corporation (“TMP”), with offices at 2980 Beverly Glen Circle, Suite 301, Los Angeles, California 90077.
EMPLOYMENT AGREEMENTEmployment Agreement • December 28th, 2011 • Targeted Medical Pharma, Inc. • Blank checks • California
This employment agreement (the “Agreement”) is effective as of November 28, 2011 between TARGETED MEDICAL PHARMA, INC, a Delaware corporation (“TMP”), and David Silver M.D., an individual resident of California (“Executive”).
FORM OF] TARGETED MEDICAL PHARMA, INC. STOCK INCENTIVE PLAN RESTRICTED STOCK AGREEMENT (TIME-BASED VESTING)1Restricted Stock Agreement • February 3rd, 2011 • Targeted Medical Pharma, Inc. • Blank checks • Delaware
FORM OF BILLING AND CLAIMS PROCESSING SERVICES AGREEMENTBilling and Claims Processing Services Agreement • April 22nd, 2011 • Targeted Medical Pharma, Inc. • Blank checks • California
This Billing and Claims Processing Services Agreement (the “Agreement”) is made this _____ day of _____________, 20___ (the “Effective Date”) by and between ____________________________, M.D., an individual resident of the State of ___________________ (“Physician”), practicing at: ______________________________________________________ and Targeted Medical Pharma, Inc., a Delaware corporation (“TMP”), with offices at 2980 Beverly Glen Circle, Suite 301, Los Angeles, California 90077.
MEDICAL FOOD CONVENIENCE PACK AND PHARMACEUTICAL PURCHASE AGREEMENTPurchase Agreement • February 3rd, 2011 • Targeted Medical Pharma, Inc. • Blank checks • California
This Medical Food Convenience Pack and Pharmaceutical Purchase Agreement (the “Agreement”) is made this 13th day of February 2008 (the “Effective Date”) by and between Pacific Medical, Inc., a California corporation with offices at 1700 N. Chrisman Rd., Tracy California 95304 (“Distributor”), and Targeted Medical Pharma, Inc., a Delaware corporation (“TMP”), with offices at 2980 Beverly Glen Circle, Suite 301, Los Angeles, California 90077.
Note: CONFIDENTIAL TREATMENT REQUESTED WITH RESPECT TO CERTAIN PORTIONS HEREOF DENOTED WITH “***” PAC FULFILLMENT SERVICES AGREEMENTPac Fulfillment Services Agreement • December 28th, 2011 • Targeted Medical Pharma, Inc. • Blank checks • California
This Agreement is made this 2nd day of October, 2008, by and between Targeted Medical Pharma,(“TMP”), and H. J. Harkins Co., Inc., dba Pharma Pac, a federally licensed drug re-packager headquartered at 513 Sandydale Drive, Nipomo, CA 93444 (“PAC”). Collectively TMP and PAC shall be referred to as “The Parties.”
Targeted Medical Pharma, Inc. Suite 301 Los Angeles, California 9077 July 20, 2012Targeted Medical Pharma, Inc. • August 14th, 2012 • Blank checks • California
Reference is hereby made to the Letter of Intent, dated January 25, 2011, by and between Targeted Medical Pharma, Inc. (“the Company”) and AFH Holding and Advisory, LLC (“AFH Advisory”), as amended on October 6, 2011 (the “Letter of Intent”) (Except as otherwise set forth herein, capitalized terms used and not otherwise defined herein are used as defined in the Letter of Intent). Pursuant to the Letter of Intent, among other things, the Business Combination was consummated, and the Business Combination Shares were issued, as of January 31, 2011. The parties acknowledge and agree that the Offering, and certain related transactions, contemplated by the Letter of Intent have not been consummated, and the registration statement relating to the Offering, which was filed with the Securities and Exchange Commission on February 14, 2011, has been withdrawn by the Company. The parties desire to set forth their agreement with respect to the outstanding obligations under the Letter of Intent, and
SECURITY AGREEMENTSecurity Agreement • August 14th, 2012 • Targeted Medical Pharma, Inc. • Blank checks • California
THIS SECURITY AGREEMENT (this “Security Agreement”), is made as of July 20, 2012, by and between Targeted Medical Pharma, Inc., a Delaware corporation, having an address at 2980 Beverly Glen Circle, Suite 301, Los Angeles, CA 90077 (the “Obligor” or “Company”), and AFH Holding and Advisory, LLC, a Delaware limited liability company, having an address at 9595 Wilshire Boulevard, Suite 700, Beverly Hills, CA 90212 (the “Secured Party”). (The Company and the Secured Party may hereinafter be referred to singularly as a “party,” and collectively as the “parties”).
TARGETED MEDICAL PHARMA, INC. FORM OF PHYSICIAN PURCHASE AGREEMENTForm of Physician Purchase Agreement • April 22nd, 2011 • Targeted Medical Pharma, Inc. • Blank checks • California
This Purchase Agreement (the “Agreement”) is made this _____ day of _____________, 20___ (the “Effective Date”) by and between ____________________________, M.D., an individual resident of the State of ___________________, doing business as _____________________________ at _____________________________________ (“Physician”) and Targeted Medical Pharma, Inc., a Delaware corporation (“TMP”), with offices at 2980 Beverly Glen Circle, Suite 301, Los Angeles, California 90077.
ARIZONA NUTRITIONAL SUPPLEMENTS, INC. SALES AGREEMENTArizona Nutritional • April 22nd, 2011 • Targeted Medical Pharma, Inc. • Blank checks
This agreement is entered into as of January 1, 2007 (the "Effective Date"), between Arizona Nutritional Supplements, Inc. (“ANS") and Targeted Medical Pharma, Inc. (the "Customer").
ASSIGNMENT AND ASSUMPTION OF VENDOR AND EXCLUSIVITY AGREEMENT FOR PROVISION OF MEDICAL FOODSAssignment and Assumption • April 16th, 2012 • Targeted Medical Pharma, Inc. • Blank checks
This Assignment and Assumption of Vendor and Exclusivity Agreement for Provision of Medical Foods (“Assignment”) is entered into and executed as of November 7, 2011, by and among (i) Kalisthenics, Inc., a California corporation (“Assignor”), (ii) JI Medical, Inc. (dba Ramat Medical), a California corporation (“Assignee”), and (iii) Targeted Medical Pharma, Inc., a California corporation (“TMP”), with respect to the following facts:
TARGETED MEDICAL PHARMA, INC. SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 20th, 2015 • Targeted Medical Pharma, Inc. • Pharmaceutical preparations • California
THIS SECURITIES PURCHASE AGREEMENT (the “Purchase Agreement”) made as of this 13th day of January 2015, between Targeted Medical Pharma, Inc., a Delaware corporation with offices located at 2980 Beverly Glen Circle, Suite 301, Los Angeles, CA 90077 (the “Company”), and the undersigned (the “Purchaser”).
Note: CONFIDENTIAL TREATMENT REQUESTED WITH RESPECT TO CERTAIN PORTIONS HEREOF DENOTED WITH “***” MEDICAL FOOD CONVENIENCE PACK AND PHARMACEUTICAL PURCHASE AGREEMENTPurchase Agreement • December 28th, 2011 • Targeted Medical Pharma, Inc. • Blank checks • California
This Medical Food Convenience Pack and Pharmaceutical Purchase Agreement (the “Agreement”) is made this 7th day of April, 2010 (the “Effective Date”) by and between Global Med Management LLC, a California limited liability company (“Distributor”), and Targeted Medical Pharma, Inc., a Delaware corporation (“TMP”), with offices at 2980 Beverly Glen Circle, Suite 301, Los Angeles, California 90077.
Note: CONFIDENTIAL TREATMENT REQUESTED WITH RESPECT TO CERTAIN PORTIONS HEREOF DENOTED WITH “***” Targeted Medical Pharma, Inc. AGENCY AGREEMENTAgency Agreement • December 28th, 2011 • Targeted Medical Pharma, Inc. • Blank checks
This Agreement has been entered into on March 29, 2010 between; Biomatrix Pharma a foreign company (“BP”) under the laws of Lebanon with principal offices at Sassine Square-Rehawi bldg. 3rd Floor, Ashrafieh, Beirut, Lebanon., and
FORM OF MEDICAL FOOD CONVENIENCE PACK AND PHARMACEUTICAL PURCHASE AGREEMENTPurchase Agreement • April 22nd, 2011 • Targeted Medical Pharma, Inc. • Blank checks • California
This Medical Food Convenience Pack and Pharmaceutical Purchase Agreement (the “Agreement”) is made this (the “Effective Date”) by and between , a California (“Distributor”), and Targeted Medical Pharma, Inc., a Delaware corporation (“TMP”), with offices at 2980 Beverly Glen Circle, Suite 301, Los Angeles, California 90077.
4% SENIOR SECURED CONVERTIBLE DEBENTURE DUE JANUARY 12, 2018Targeted Medical Pharma, Inc. • January 20th, 2015 • Pharmaceutical preparations • California
THIS 4% SENIOR SECURED CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued 4% Senior Secured Convertible Debentures of Targeted Medical Pharma, Inc., a Delaware corporation, (the “Company”), having its principal place of business at 2980 Beverly Glen Circle, Suite 301, Los Angeles, CA 90077, designated as its 4% Senior Secured Convertible Debenture due January 12, 2018 (the “Debenture”).
FIRST AMENDMENT TO WORKERS’ COMPENSATION RECEIVABLES FUNDING, ASSIGNMENT AND SECURITY AGREEMENT (CA)Targeted Medical Pharma, Inc. • November 13th, 2013 • Pharmaceutical preparations • California
THIS FIRST AMENDMENT (this “Amendment”) to the Workers’ Compensation Receivables Funding, Assignment and Security Agreement (CA), dated June 27, 2013 (the “Agreement”), by and between CAMBRIDGE MEDICAL FUNDING GROUP LLC a Delaware limited liability company (together with its successors and permitted assigns, “CMFG”), and TARGETED MEDICAL PHARMA, INC., a Delaware corporation (together with its successors and permitted assigns, “TMP”), is made and entered into this September 30, 2013.
COMPLETE CLAIMS PROCESSING, INC. FORM OF BILLING AND CLAIMS PROCESSING SERVICES AGREEMENTBilling and Claims Processing Services Agreement • April 22nd, 2011 • Targeted Medical Pharma, Inc. • Blank checks • California
This Billing and Claims Processing Services Agreement (the “Agreement”) is made this _____ day of _____________, 20___ (the “Effective Date”) by and among ____________________________, M.D., an individual resident of the State of ___________________, doing business as ______________________________at __________________________________________________ (“Physician”), Complete Claims Processing, Inc., a Delaware corporation (“CCPI”), with offices at 2980 Beverly Glen Circle, Suite 301, Los Angeles, California 90077 and Targeted Medical Pharma, Inc., a Delaware corporation (“TMP”), with offices at 2980 Beverly Glen Circle, Suite 301, Los Angeles, California 90077.
Note: CONFIDENTIAL TREATMENT REQUESTED WITH RESPECT TO CERTAIN PORTIONS HEREOF DENOTED WITH “***” MEDICAL FOOD CONVENIENCE PACK AND PHARMACEUTICAL PURCHASE AGREEMENTPurchase Agreement • December 28th, 2011 • Targeted Medical Pharma, Inc. • Blank checks • California
This Medical Food Convenience Pack and Pharmaceutical Purchase Agreement (the “Agreement”) is made this 13th day of February 2008 (the “Effective Date”) by and between Pacific Medical, Inc., a California corporation with offices at 1700 N. Chrisman Rd., Tracy California 95304 (“Distributor”), and Targeted Medical Pharma, Inc., a Delaware corporation (“TMP”), with offices at 2980 Beverly Glen Circle, Suite 301, Los Angeles, California 90077.
PROFESSIONAL SERVICES and CONSULTING AGREEMENTProfessional Services and Consulting Agreement • July 3rd, 2013 • Targeted Medical Pharma, Inc. • Pharmaceutical preparations • New Jersey
This Agreement is being entered into and shall be effective as of the 28th day of June 2013 (the “Effective Date”), by, between and among TARGETED MEDICAL PHARMA, INC. (collectively “TMP”), a Delaware corporation with principal offices located at 2980 Beverly Glen Circle, Suite 301, Los Angeles, CA 90077 with an Employer Identification Number of and JAMES N. GIORDANO, an individual residing at 316 Greenway Road, Ridgewood, NJ 07450, together with its successors and/or assigns (collectively “CONSULTANT”), who may hereinafter be referred to collectively as the “Parties” or individually as a “Party”.
JOINT FILING AGREEMENTJoint Filing Agreement • February 4th, 2011 • Targeted Medical Pharma, Inc. • Blank checks
JOINT FILING AGREEMENT (this “Agreement”), dated as of January 31, 2011, among Giffoni Family Trust Dated September 26, 2008, (the “Giffoni Family Trust”), Kim Giffoni and Olena B. Giffoni (collectively, the “Joint Filers”).
AMENDMENT NO.1 TO EMPLOYMENT AGREEMENTEmployment Agreement • March 21st, 2013 • Targeted Medical Pharma, Inc. • Pharmaceutical preparations • California
This Amendment No.1 (the "Amendment") dated March 18, 2013, to that certain Employment Agreement (the "Agreement"), dated November 28, 2011 between TARGETED MEDICAL PHARMA, INC. ("Employer") and DAVID SILVER, MD ("Executive").
VENDOR AND EXCLUSIVITY AGREEMENT FOR PROVISION OF MEDICAL FOODSPlease Note • April 16th, 2012 • Targeted Medical Pharma, Inc. • Blank checks • California
THIS VENDOR AND EXCLUSIVITY AGREEMENT FOR PROVISION OF MEDICAL FOODS (“Agreement”) is entered into and executed effective as of August 15, 2011, by and between Kalisthenics, Inc. (“Kalisthenics”), and Targeted Medical Pharma Inc. (“TMP”), with respect to the following recitals:
Lock-Up AgreementLetter Agreement • February 3rd, 2011 • Targeted Medical Pharma, Inc. • Blank checks • Delaware
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • January 3rd, 2014 • Targeted Medical Pharma, Inc. • Pharmaceutical preparations
THIS AMENDMENT (the “Amendment”) to the employment agreement, dated August 15, 2013 (the “Agreement”), by and between TARGETED MEDICAL PHARMA, INC, a Delaware corporation (“TMP”), and William B. Horne, an individual resident of California (“Executive”), is made and entered into this ___ day of December 2013.
WC RECEIVABLES FUNDING, ASSIGNMENT AND SECURITY AGREEMENT (CA)Assignment and Security Agreement • January 3rd, 2014 • Targeted Medical Pharma, Inc. • Pharmaceutical preparations • California
This Agreement is being entered into and shall be effective as of the ____ day of ___________, 20__ (the “Effective Date”), by, between and among _________________________ a ___________ company, with principal offices located at _________________________________________ with an Employer Identification Number of ___________ (collectively “Medical Provider”), TARGETED MEDICAL PHARMA, INC. (collectively “TMP”), a Delaware corporation with principal offices located at 2980 Beverly Glen Circle, Suite 301, Los Angeles, CA 90077 with an Employer Identification Number of 20-5863618 and CAMBRIDGE MEDICAL FUNDING GROUP, L.L.C., a Delaware limited liability company with a principal office located 266 Harristown Road, Suite 300, Glen Rock, NJ 07452, together with its successors and/or assigns (collectively “CMFG”).
SECOND AMENDMENT TO WORKERS’ COMPENSATION RECEIVABLES FUNDING, ASSIGNMENT AND SECURITY AGREEMENT (CA)Targeted Medical Pharma, Inc. • November 13th, 2013 • Pharmaceutical preparations
THIS SECOND AMENDMENT (this “Amendment 2”) to the Workers’ Compensation Receivables Funding, Assignment and Security Agreement (CA), dated June 27, 2013 (the “Agreement”) and to the First Amendment to Workers’ Compensation Receivables Funding, Assignment and Security Agreement dated September 30, 2013 (“Amendment”), by and between CAMBRIDGE MEDICAL FUNDING GROUP LLC a Delaware limited liability company (together with its successors and permitted assigns, “CMFG”), and TARGETED MEDICAL PHARMA, INC., a Delaware corporation (together with its successors and permitted assigns, “TMP”), is made and entered into this 23rd day of October 2013.
OPERATING AGREEMENT OF AMINO NUTRITIONALS, LLC Dated as of November 6, 2015Operating Agreement • April 14th, 2016 • Targeted Medical Pharma, Inc. • Pharmaceutical preparations • California
This OPERATING AGREEMENT OF AMINO NUTRITIONALS, LLC, is dated as of November 6, 2015. Capitalized terms used herein without definition shall have the respective meanings ascribed thereto in Section 1.1.
PROFESSIONAL SERVICES and CONSULTING AGREEMENTProfessional Services and Consulting Agreement • July 3rd, 2013 • Targeted Medical Pharma, Inc. • Pharmaceutical preparations • New Jersey
This Agreement is being entered into and shall be effective as of the 28th day of June 2013 (the “Effective Date”), by, between and among TARGETED MEDICAL PHARMA, INC. (collectively “TMP”), a Delaware corporation with principal offices located at 2980 Beverly Glen Circle, Suite 301, Los Angeles, CA 90077 with an Employer Identification Number of ______________ and CAMBRIDGE MEDICAL CAPITAL SERVICES, L.L.C., a Delaware limited liability company with a principal office located 266 Harristown Road, Suite 300, Glen Rock, NJ 07452, together with its successors and/or assigns (collectively “CONSULTANT”), who may hereinafter be referred to collectively as the “Parties” or individually as a “Party”.
