1 2 price of $.13 per share, constituting the market price on July 24, 1996 when the Board agreed to grant the Options to the Employee under a new stock option plan adopted by the Board and to be submitted to the stockholders of the Company for...Employment Agreement • February 12th, 1997 • Careadvantage Inc • Services-management services • New Jersey
Exhibit 10.35 SERVICE AGREEMENT THIS SERVICE AGREEMENT ("Agreement") is made as of the 1st day of January, 1999 (the "Effective Date"), by and between HealthNow New York Inc. ("HNNY"), with its principal place of business at 1901 Main Street, Buffalo,...Service Agreement • January 29th, 1999 • Careadvantage Inc • Services-management services • New York
SETTLEMENT AGREEMENT SETTLEMENT AGREEMENT ("Settlement Agreement") among Horizon Healthcare of New Jersey, Inc. ("Horizon") f/k/a Medigroup of New Jersey, Inc. ("Medigroup"); Allied Specialty Care Services, Inc. ("Allied"), successor in interest to...Settlement Agreement • November 13th, 2000 • Careadvantage Inc • Services-management services • New Jersey
EXHIBIT 10.1 SECOND AMENDMENT TO LEASE AGREEMENT This Agreement ("Agreement" or "Amendment") made this 21st day of December, 2004 by and between CORPORATE PLAZA ASSOCIATES, L.L.C., 485 A Route 1 South, Suite 330, Iselin, New Jersey 08830 (hereinafter...Lease Agreement • January 11th, 2005 • Careadvantage Inc • Services-management services
ARTICLE IPledge Agreement • June 19th, 1997 • Careadvantage Inc • Services-management services • New Jersey
AGREEMENTAgreement • September 15th, 1997 • Careadvantage Inc • Services-management services • Rhode Island
EMPLOYMENT AGREEMENT AGREEMENT made as of the 10th day of June, 1997 between CAREADVANTAGE, INC., a Delaware corporation with its principal offices at 485-C Route 1 South, Iselin, New Jersey 08830 (the "Company"), and Thomas P. Riley, with a permanent...Employment Agreement • June 19th, 1997 • Careadvantage Inc • Services-management services • Delaware
EMPLOYMENT AGREEMENT AGREEMENT dated as of April 17, 2000 ("Commencement Date") by and between CareAdvantage, Inc. ("Company") and Christopher Minor ("Executive"). 1. Employment. Company agrees to employ Executive, and Executive agrees to be so...Employment Agreement • November 13th, 2000 • Careadvantage Inc • Services-management services • New Jersey
1 EXHIBIT 10 CONSULTING AGREEMENT CONSULTING AGREEMENT dated March 17, 1997 (this "Agreement"), by and between CAREADVANTAGE, INC., a Delaware corporation having offices at 485-C Route 1 South, Iselin, New Jersey 08830-3037 (the "Company"), and...Consulting Agreement • March 21st, 1997 • Careadvantage Inc • Services-management services • New Jersey
CONSULTANT AGREEMENT Agreement made this 17th day of March between Coordinated Health Partners, Inc., doing business as BlueCHiP, Coordinated Health Partners ("BlueCHiP") a Rhode Island corporation incorporated and organized as a health maintenance...Consultant Agreement • June 19th, 1997 • Careadvantage Inc • Services-management services • Rhode Island
RECITALS:Settlement and Release Agreement • September 14th, 1998 • Careadvantage Inc • Services-management services • New Jersey
CREDIT AGREEMENTCredit Agreement • June 19th, 1997 • Careadvantage Inc • Services-management services • New Jersey
As of March 1, 1997Administrative Service Agreement • June 19th, 1997 • Careadvantage Inc • Services-management services
Exhibit 10.1 SETTLEMENT AGREEMENT AND GENERAL RELEASE This settlement agreement and release (the "Agreement') is entered into this 29th day of September, 2004 among the following: "Horizon" Horizon Blue Cross Blue Shield of New Jersey ("HBCBS") and...Settlement Agreement and General Release • October 1st, 2004 • Careadvantage Inc • Services-management services • New Jersey
EXHIBIT 10.22 MUTUAL RELEASE This MUTUAL RELEASE is made and entered into as of this 6th day of January 1998 by and between CAREADVANTAGE, INC., a Delaware corporation ("CAI"): and MEDECISION, INC., a Delaware corporation ("MDI"). W I T N E S S E T H:...Mutual Release • January 29th, 1998 • Careadvantage Inc • Services-management services • Delaware
SERVICE AGREEMENT THIS SERVICE AGREEMENT ("Agreement") is made as of the 5th day of January, 1998 (the "Effective Date") by and between New York Care Plus Insurance Company, Inc. ("NYCP"), with its principal place of business at 1901 Main Street,...Service Agreement • January 29th, 1998 • Careadvantage Inc • Services-management services • New York
EXHIBIT 10.32 EMPLOYMENT AGREEMENT AGREEMENT dated as of January 8, 1999 ("Commencement Date") by and between CareAdvantage, Inc. ("Company") and David Noone ("Executive"). 1. Employment. Company agrees to employ Executive, and Executive agrees to be...Employment Agreement • January 29th, 1999 • Careadvantage Inc • Services-management services • New Jersey
Exhibit 10.21 CONSULTATION AGREEMENT AGREEMENT dated as of the 1st day of October, 1997 by and between Care Advantage, Inc., a Delaware corporation (the "Company"), and David McDonnell, 731 Eagle Farm Road, Villanova, Pennsylvania 19085...Consultation Agreement • January 29th, 1998 • Careadvantage Inc • Services-management services • New Jersey
Exhibit 10.38 CAREADVANTAGE HEALTH SYSTEMS, INC. CONFIDENTIALITY, INVENTION AND NON-COMPETE AGREEMENT I, Elaine del Rossi, as partial consideration for my employment by CareAdvantage Health Systems, Inc. or its subsidiaries and affiliates (including...Careadvantage Inc • January 29th, 1999 • Services-management services • New Jersey
RECITALSJoint Services Agreement • June 19th, 1997 • Careadvantage Inc • Services-management services • Florida
ARTICLE IGuaranty Agreement • June 19th, 1997 • Careadvantage Inc • Services-management services • New Jersey
EMPLOYMENT AGREEMENT AGREEMENT dated as of April 19, 1999 ("Commencement Date) by and between CareAdvantage, Inc. ("Company") and Dennis J. Mouras ("Employee"). 1. Employment. Company agrees to employ Employee, and Employee agrees to be so employed,...Solicitation Agreement • March 31st, 2000 • Careadvantage Inc • Services-management services • New Jersey
EXHIBIT 10.30 SETTLEMENT AND RELEASE SETTLEMENT AND RELEASE dated January 13, 1998 made by JOHN J. PETILLO in favor of CAREADVANTAGE, INC., a Delaware corporation (the "Company"), and each of its affiliates and subsidiaries, which, directly or...Settlement and Release • January 29th, 1998 • Careadvantage Inc • Services-management services
FOR GOOD AND VALUABLE CONSIDERATION, the receipt and sufficiency of which are hereby acknowledged, Petillo, for himself and each of his heirs, executors, administrators, successors and assigns (collectively, the "Releasors"), hereby waives, releases, discharges and holds harmless the Company and each of the Affiliates and any officers, directors, shareholders, partners, employees, agents, attorneys, advisors, representatives and trustees of each of the Company and each Affiliate, past, present and future, and the heirs, executors, administrators, legal representatives, predecessors, successors and assigns of each of the foregoing (collectively, the "Releasees"), of and from any and all claims, actions, causes of actions, suits, debts, demands, damages, judgments, executions, costs, expenses, liabilities, duties, sums of money, bills, accounts, reckonings, bonds, securities, rights, indemnities, exonerations, covenants, contracts, controversies, agreements, promises, doings, omissions,
REVOLVING CREDIT NOTERevolving Credit Note • June 19th, 1997 • Careadvantage Inc • Services-management services
EXHIBIT 10.31 SETTLEMENT AND RELEASE SETTLEMENT AND RELEASE dated December 19, 1997 made by VINCENT M. ACHILARRE ("Achilarre") in favor of CAREADVANTAGE, INC., a Delaware corporation (the "Company"), and each of its affiliates and subsidiaries, which,...Settlement And • January 29th, 1998 • Careadvantage Inc • Services-management services
SETTLEMENT AND RELEASE dated December 19, 1997 made by VINCENT M. ACHILARRE ("Achilarre") in favor of CAREADVANTAGE, INC., a Delaware corporation (the "Company"), and each of its affiliates and subsidiaries, which, directly or indirectly, is controlling of, is controlled by, or under common control with, the Company or any such person (the "Affiliates") as well as the Releasees (as such term is hereinafter defined).
EXHIBIT 10.36 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the "Agreement"), is made as of this 29th day of September, 1998, by and among RICHARD W. FREEMAN, M.D., an individual residing at 4325 Wickford...Employment Agreement • January 29th, 1999 • Careadvantage Inc • Services-management services • New Jersey
TERM NOTETerm Note • June 19th, 1997 • Careadvantage Inc • Services-management services
FOR VALUE RECEIVED, the undersigned, CAREADVANTAGE, INC., a Delaware corporation (the "Borrower"), hereby unconditionally promises to pay on or before June 30, 2000 (the "Term Loan Maturity Date"), to the order of SUMMIT BANK, a banking institution of the State of New Jersey (the "Bank"), at the office of the Bank located at 210 Main Street, Hackensack, New Jersey 07601, or at such other location as the Bank shall designate, in lawful money of the United States of America and in immediately available funds, the principal amount of the lesser of (i) $1,500,000 or (ii) so much thereof as shall have been advanced (the "Term Advances") by the Bank to the Borrower under the Term Loan described in Section 2.1 of that certain Credit Agreement by and among the Borrower, Blue Cross and Blue Shield of New Jersey, Inc., as guarantor, and the Bank dated as of the date hereof (the "Credit Agreement"). Terms defined in the Credit Agreement shall have the same meaning when used herein. All of the ter
FIRST AMENDMENT TO EMPLOYMENT AGREEEMENTEmployment Agreement • November 15th, 2005 • Careadvantage Inc • Services-management services • New Jersey
THIS FIRST AMENDMENT dated as of November 11, 2005, to the Employment Agreement (“Employment Agreement”) between CareAdvantage, Inc. (“Company”) and Dennis J. Mouras (“Employee”), dated as of October 25, 2000.
SERVICES AND LICENSE AGREEMENTServices and License Agreement • March 31st, 2005 • Careadvantage Inc • Services-management services • Oregon
AGREEMENT made as of the 1st day of January, 2005 (“Effective Date”), by CareAdvantage, Inc. (“CareAdvantage” or “CAI”), a Delaware corporation with its principal place of business at 485-C Route One South, Iselin, New Jersey 08830, and Kaiser Foundation Health Plan of the Northwest, (“Kaiser”), with its principal place of business at 500 NE Multnomah St., Suite 100, Portland, Oregon 97232.
Second Amendment to Services and License AgreementServices and License Agreement • March 31st, 2006 • Careadvantage Inc • Services-management services
Second Amendment to Services and License Agreement made as of the 1st day of April 2006 (“Effective Date of Second Amendment”), by CareAdvantage, Inc. (“CareAdvantage” or “CAI”), a Delaware corporation with its principal place of business at 485-C Route One South, Iselin, New Jersey 08830, and Kaiser Foundation Health Plan of the Northwest (“Kaiser”), with its principal place of business at 500 NE Multnomah St., Suite 100, Portland, Oregon 97232.
SURRENDER AGREEMENTSurrender Agreement • January 20th, 2010 • Careadvantage Inc • Services-management services
WHEREAS, by Agreement of Lease (the “Original Lease”) dated as of April 14, 1995, as amended by Lease Extension and Modification of Lease dated as of October 31, 2000 (“the First Amendment”), as further amended by that certain Second Amendment to Lease Agreement dated as of December 21, 2004 (“the Second Amendment”), as further amended by a letter dated March 15, 2007 (the “Letter”), and as further amended by that certain Third Amendment of Lease dated as of March 26, 2008 (“the Third Amendment”), all of which lease documents are guarantied by CareAdvantage, Inc. (the “Guarantor”) by Guaranty dated on or about April 10, 1995 (as amended and extended, the Guaranty; the Original Lease, First Amendment, Second Amendment, Letter, Third Amendment, and Guaranty are sometimes hereinafter referred to collectively as the “Existing Lease”), Landlord did demise and let unto Tenant and Tenant did hire and take a certain portion of rentable space on the fourth (4th) floor of Building “C” (the “Buil
FIRST AMENDMENT AND RESTATEMENT OF SERVICES AGREEMENT FIRST AMENDMENT AND RESTATEMENT OF SERVICES AGREEMENT, dated as of June 13, 1997 (this "Agreement"), by and among CONTEMPORARY HEALTHCARE MANAGEMENT, INC., a New Jersey corporation ("CHCM"), BLUE...Restatement of Services Agreement • June 19th, 1997 • Careadvantage Inc • Services-management services • New Jersey
EXHIBIT 10.33 CAREADVANTAGE, INC. CONFIDENTIALITY, INVENTION AND NON-COMPETE AGREEMENT I, David Noone, as partial consideration for my employment by CareAdvantage, Inc. or its subsidiaries and affiliates (including without limitation CareAdvantage...Careadvantage Inc • January 29th, 1999 • Services-management services • New Jersey
LICENSE AGREEMENTLicense Agreement • May 16th, 2011 • Careadvantage Inc • Services-management services • New Jersey
THIS LICENSE AGREEMENT (“Agreement”) is made by InterComponentWare, AG (“ICW”) and CareAdvantage, Inc. (“CareAdvantage”) as of April 21, 2011;
JUNE 2007 AMENDMENT TO THIRD AMENDED AND RESTATED SERVICE AGREEMENTService Agreement • March 31st, 2008 • Careadvantage Inc • Services-management services • New Jersey
This June 2007 Amendment (“Amendment”) to the Third Amended and Restated Service Agreement ("Agreement"), as amended, is made as of the 1st day of June, 2007 (the "Effective Date of Amendment") by and between Blue Cross and Blue Shield of Vermont ("BCBS"), with its principal place of business at 445 Industrial Lane, Montpelier, Vermont 05602, and CareAdvantage, Inc. ("CAI") with its principal place of business at 485-C Route One South, Iselin, New Jersey 08830.
