BACKGROUNDEmployment Agreement • March 28th, 1997 • Medquist Inc • Services-computer processing & data preparation • New Jersey
BACKGROUNDEmployment Agreement • October 6th, 2003 • Medquist Inc • Services-computer processing & data preparation
MedQuist Inc. Common Stock (no par value)Medquist Inc • March 25th, 1999 • Services-computer processing & data preparation • New York
Exhibit 10.31 ------------- SEPARATION AGREEMENT This Separation Agreement is made this 2nd day of April, 2003, by and between MedQuist Inc. (hereinafter the "COMPANY") and David A. COHEN (hereinafter "COHEN"), currently Chairman, President and Chief...Separation Agreement • August 12th, 2003 • Medquist Inc • Services-computer processing & data preparation • New Jersey
WHEREAS, in order to induce Purchaser to enter into the Tender Offer Agreement, dated as of the date hereof, with the Company (the "Tender Offer ------------ Agreement"), Purchaser has requested Shareholder, and Shareholder has agreed, to ---------...Shareholder Agreement • June 1st, 2000 • Medquist Inc • Services-computer processing & data preparation • New Jersey
BACKGROUNDEmployment Agreement • March 26th, 2001 • Medquist Inc • Services-computer processing & data preparation • New Jersey
BACKGROUND ----------Employment Agreement • June 1st, 2000 • Medquist Inc • Services-computer processing & data preparation • New Jersey
BACKGROUND ----------Employment Agreement • June 1st, 2000 • Medquist Inc • Services-computer processing & data preparation • New Jersey
CONFIDENTIALLicensing Agreement • June 1st, 2000 • Medquist Inc • Services-computer processing & data preparation • New York
Exhibit 2 GOVERNANCE AGREEMENTGovernance Agreement • June 30th, 2000 • Medquist Inc • Services-computer processing & data preparation • New Jersey
Exhibit 10.14Employment Agreement • March 22nd, 2002 • Medquist Inc • Services-computer processing & data preparation • New Jersey
INDEMNIFICATION AGREEMENTIndemnification Agreement • November 28th, 2008 • Medquist Inc • Services-computer processing & data preparation • New Jersey
This Indemnification Agreement (“Agreement”), dated November 21, 2008, is entered into by and between MedQuist Inc. (the “Company”), and Peter Masanotti (“Indemnitee”).
February 9, 2005Medquist Inc • July 5th, 2007 • Services-computer processing & data preparation • New Jersey
On behalf of MedQuist Inc. (the “Company”), this Agreement describes the terms of your new employment as the Company’s Senior Vice-President Human Resources, which must commence on a date mutually agreed to in writing by you and the Company (the “Employment Commencement Date”). For purposes of this Agreement, you are referred to as the “Employee.” Other capitalized terms used in this Agreement have the meanings defined in Section 7, below.
WITNESSETHLicensing Agreement • March 25th, 2003 • Medquist Inc • Services-computer processing & data preparation
TENDER OFFER AGREEMENT (hereinafter called this "Agreement"), dated as --------- of May 22, 2000 between, MedQuist Inc., a New Jersey corporation (the "Company"), and Koninklijke Philips Electronics N.V., a corporation organized ------- under the laws...Tender Offer Agreement • June 1st, 2000 • Medquist Inc • Services-computer processing & data preparation • New York
EMPLOYMENT AGREEMENT (Peter Masanotti)Employment Agreement • September 9th, 2008 • Medquist Inc • Services-computer processing & data preparation • New Jersey
EMPLOYMENT AGREEMENT (the “Agreement”) dated September 3, 2008 by and between MedQuist, Inc. (the “Company”) and Peter Masanotti (the “Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • September 8th, 2011 • Medquist Inc • Services-computer processing & data preparation • Delaware
any claims by the Executive for personal relief in connection with such a charge or investigation (such as reinstatement or monetary damages) would be barred.
June 24, 2010Medquist Inc • June 30th, 2010 • Services-computer processing & data preparation • New Jersey
On behalf of MedQuist Inc. (the “Company”), this Agreement describes the terms of the change in your employment status with the Company, to be the Company’s Co-Chief Operating Officer, reporting directly the Company’s CEO and commencing on June 24, 2010 (the “Change in Employment Status Commencement Date”). In Employee’s role as Co-Chief Operating Officer, among other things, he shall manage the Company’s global medical transcription and medical editing operations performed by the Company’s employees and authorized subcontractors. For purposes of this Agreement, you are referred to as the “Employee.” Other capitalized terms used in this Agreement have the meanings defined in Section 6, below.
EMPLOYMENT AGREEMENTEmployment Agreement • July 12th, 2011 • Medquist Inc • Services-computer processing & data preparation • Delaware
Commission (or similar state agency) or participating in any investigation conducted by the Equal Employment Opportunity Commission (or similar state agency); provided, however, that any claims by the Executive for personal relief in connection with such a charge or investigation (such as reinstatement or monetary damages) would be barred.
CREDIT AGREEMENTCredit Agreement • April 28th, 2010 • Medquist Inc • Services-computer processing & data preparation • New York
STOCK OPTION AGREEMENTStock Option Agreement • July 5th, 2007 • Medquist Inc • Services-computer processing & data preparation • New Jersey
This option shall terminate and is not exercisable on or after (the “Scheduled Termination Date”), except if terminated earlier as hereafter provided.
SECOND AMENDMENT TO LEASE AGREEMENTLease Agreement • November 9th, 2010 • Medquist Inc • Services-computer processing & data preparation • Georgia
THIS SECOND AMENDMENT TO LEASE AGREEMENT (this “Second Amendment”) is made and entered into as of August _, 2009, but made effective as of August 1, 2009, by and between ATLANTA LAKESIDE REAL ESTATE, L.P., a Georgia Limited Partnership (“Landlord”) and MEDQUIST TRANSCRIPTIONS, LTD. (as successor to Lanier Healthcare, L.L.C.), a New Jersey corporation (“Tenant”).
FIRST AMENDMENT TO LEASE AGREEMENTLease Agreement • November 9th, 2010 • Medquist Inc • Services-computer processing & data preparation • Georgia
THIS FIRST AMENDMENT TO LEASE AGREEMENT (this “First Amendment”) is made and entered into as of March 1, 2009 by and between ATLANTA LAKESIDE REAL ESTATE, L.P., a Georgia Limited Partnership (“Landlord”) and MEDQUIST TRANSCRIPTIONS, LTD. (as successor to Lanier Healthcare, L.L.C.), a New Jersey corporation (“Tenant”).
AMENDMENT TO OFFICE LEASE AGREEMENTOffice Lease Agreement • March 16th, 2011 • Medquist Inc • Services-computer processing & data preparation
This AMENDMENT TO OFFICE LEASE AGREEMENT (the “Amendment”) is dated as of the 27th day of March, 2009, by and between Carothers Office Acquisition LLC, a Delaware limited liability company (“Landlord”) and Spheris Operations, Inc. (“Tenant”).
ASSIGNMENT, ASSUMPTION AND AGREEMENT TO RELINQUISH OFFICE SPACE AND AMENDMENT TO OFFICE LEASE AGREEMENTAssignment, Assumption and Agreement • March 16th, 2011 • Medquist Inc • Services-computer processing & data preparation • Tennessee
This ASSIGNMENT, ASSUMPTION AND AGREEMENT TO RELINQUISH OFFICE SPACE AND AMENDMENT TO OFFICE LEASE AGREEMENT (the “Agreement”) is dated the 22nd day of April, 2010, by and between Carothers Office Acquisition LLC, a Delaware limited liability company, successor in Interest to Ford Motor Land Development Corporation, a Delaware corporation (“Landlord”), and MedQuist Transcriptions, Ltd., a New Jersey limited partnership (“Assignee” or “Tenant”).
OFFICE LEASE BETWEEN FORD MOTOR LAND DEVELOPMENT CORPORATION, LANDLORD AND SPHERIS OPERATIONS INC., TENANTOffice Lease • March 16th, 2011 • Medquist Inc • Services-computer processing & data preparation
THIS LEASE (“Lease”), made this ____ day of June, 2006, by and between FORD MOTOR LAND DEVELOPMENT CORPORATION, a Delaware corporation (“Landlord”) and SPHERIS OPERATIONS INC., a Tennessee corporation, (“Tenant”), provides as follows:
CREDIT AGREEMENT by and among MEDQUIST INC. as Parent, THE SUBSIDIARIES OF PARENT LISTED AS BORROWERS ON THE SIGNATURE PAGES HERETO as Borrowers, THE LENDERS THAT ARE SIGNATORIES HERETO as Lenders, and WELLS FARGO FOOTHILL, LLC as Arranger and...Credit Agreement • November 9th, 2009 • Medquist Inc • Services-computer processing & data preparation • New York
An account at a bank designated by Agent from time to time as the account into which Borrower shall make all payments to Agent for the benefit of the Lender Group and into which the Lender Group shall make all payments to Agent under the Agreement and the other Loan Documents; unless and until Agent notifies Administrative Borrower and the Lender Group to the contrary, Agent’s Account shall be that certain deposit account bearing account number 4121624308 and maintained by Agent with Wells Fargo Bank, N.A., San Francisco, CA, ABA #XXXXXXXXXXX.
THIRD AMENDED AND RESTATED OEM SUPPLY AGREEMENTOem Supply Agreement • July 6th, 2010 • Medquist Inc • Services-computer processing & data preparation • New York
THIS THIRD AMENDED AND RESTATED OEM SUPPLY AGREEMENT (the “Agreement “ or “Third Amended and Restated Agreement”) is entered into by and between MedQuist Inc., a New Jersey corporation (“MedQuist”), and Nuance Communications, Inc. (hereinafter “Nuance”), a successor in interest to Philips Speech Recognition Systems GmbH “PSP”), and made effective as of November 10, 2009 (the “Third Amended and Restated Agreement Effective Date”), amending and restating that certain Amendment 1 to Second Amended and Restated OEM Supply Agreement dated December 31, 2008, and Second Amended and Restated OEM Supply Agreement made effective as of October 1, 2008 (“Second Amended and Restated Agreement Effective Date”), which amended and restated the Amended and Restated OEM Supply Agreement made and entered into as of the 21st day of September, 2007 (“Amended and Restated Agreement Effective Date”), which amended and restated that certain OEM Supply Agreement made and entered into as of the 23rd day of Sept
FEE AGREEMENT BETWEEN NUANCE COMMUNICATIONS, INC. AND MEDQUIST INC.Fee Agreement • August 15th, 2011 • Medquist Inc • Services-computer processing & data preparation • New York
This Fee Agreement (“Fee Agreement”), dated June 30, 2011 (“Fee Agreement Effective Date”), is by and between Nuance Communications, Inc., with offices located at 1 Wayside Road, Burlington, MA 01803 (“Nuance”), and MedQuist Inc., with offices located at 9009 Carothers Parkway, Suite C-2, Franklin, TN 37067 (“Licensee”), and supplements and amends the DEP Agreement (as defined below) and the SpeechQ Agreement (as defined below), hereinafter together referred to as the “Underlying Agreements.”
April 21, 2005Medquist Inc • July 5th, 2007 • Services-computer processing & data preparation • New Jersey
On behalf of MedQuist Inc. (the “Company”), this Agreement describes your severance benefits should your employment with the Company terminate pursuant to the conditions set out below. For purposes of this Agreement, you are referred to as the “Employee.”
SEPARATION AGREEMENTSeparation Agreement • July 5th, 2007 • Medquist Inc • Services-computer processing & data preparation • New Jersey
THIS SEPARATION AGREEMENT is hereby made and entered into between Terry L. Cameron, Senior Vice President-Marketing and Business Development, a Georgia resident (“Employee”), and MedQuist Inc. (the “Company”), a New Jersey corporation, having its principal office at 1000 Bishops Gate Boulevard, Mount Laurel, New Jersey.
MEDQUIST INC. RETENTION AND STRATEGIC TRANSACTION BONUS AGREEMENTRetention and Strategic Transaction Bonus Agreement • September 25th, 2007 • Medquist Inc • Services-computer processing & data preparation • New Jersey
This Retention and Strategic Transaction Bonus Agreement (the “Agreement”) is entered into this 19th day of September, 2007 (the “Effective Date”), by and between [see schedule below] (the “Employee”) and MedQuist Inc., a New Jersey corporation (the “Company”).
TRANSCRIPTION SERVICES AGREEMENTTranscription Services Agreement • December 10th, 2009 • Medquist Inc • Services-computer processing & data preparation • New Jersey
THIS TRANSCRIPTION SERVICES AGREEMENT (this “Agreement”) dated April 3, 2009 is entered into by and between MEDQUIST TRANSCRIPTIONS, LTD. (the “Company”) and CBAY SYSTEMS & SERVICES, INC. (the “Supplier”). This Agreement shall be effective upon the date of mutual execution by the parties below (the “Effective Date”).
ContractLicense Agreement • July 6th, 2010 • Medquist Inc • Services-computer processing & data preparation • New York
Portions of this exhibit were omitted and filed separately with the Secretary of the Securities and Exchange Commission (the “Commission”) pursuant to an application for confidential treatment filed with the Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934. Such portions are marked by a series of asterisks.
STOCK AND ASSET PURCHASE AGREEMENT BY AND AMONG SPHERIS HOLDING II, INC. SPHERIS INC., SPHERIS OPERATIONS LLC, VIANETA COMMUNICATIONS, SPHERIS LEASING LLC, SPHERIS CANADA INC., AS SELLERS – and – CBAY INC., and MEDQUIST INC., AS PURCHASERS Dated as of...Stock and Asset Purchase Agreement • April 21st, 2010 • Medquist Inc • Services-computer processing & data preparation • Delaware
This STOCK AND ASSET PURCHASE AGREEMENT (the “Agreement”), dated as of April 15, 2010, is by and among Spheris Holding II, Inc., a Delaware corporation and direct wholly owned subsidiary of Spheris Holding III, Inc., Spheris Inc., a Delaware corporation and direct wholly owned subsidiary of Spheris Holding II, Inc., Spheris Operations LLC, a Tennessee limited liability company and direct wholly owned subsidiary of Spheris Inc., Vianeta Communications, a California corporation and direct wholly owned subsidiary of Spheris Operations LLC, Spheris Leasing LLC, a Tennessee limited liability company and direct wholly owned subsidiary of Spheris Operations LLC, and Spheris Canada Inc., a Tennessee corporation and wholly owned subsidiary of Spheris Operations LLC (collectively, the “Sellers”), CBay Inc., a Delaware corporation (“CBay”), and MedQuist Inc., a New Jersey corporation (“Medquist”) (Medquist and CBay together, the “Purchasers”). Each of the Sellers and Purchasers are referred to in
