INDEMNIFICATION AGREEMENTIndemnification Agreement • September 26th, 2006 • Virtual Radiologic CORP • Services-misc health & allied services, nec • Delaware
THIS AGREEMENT (the “Agreement”) is made and entered into effective as of 2006 between Virtual Radiologic Corporation, a Delaware corporation (“the Company”), and (“Indemnitee”).
EMPLOYMENT AGREEMENTEmployment Agreement • September 26th, 2006 • Virtual Radiologic CORP • Services-misc health & allied services, nec • Minnesota
THIS AGREEMENT, is made and entered into by and between Virtual Radiologic Consultants, Inc. (the “Corporation”) and Brent Backhaus (the “Executive”), and shall be effective (the “Effective Date”) as of this first day of November, 2003.
SECURITY AGREEMENT (Grantor)Security Agreement • September 26th, 2006 • Virtual Radiologic CORP • Services-misc health & allied services, nec • Minnesota
This SECURITY AGREEMENT is made as of July 20, 2004 (the “Agreement”), by Virtual Radiologic Consultants, Inc., a Minnesota corporation, with its chief executive office at 5995 Opus Parkway, Suite 200, Minneapolis, MN 55343 (“Grantor”), in favor of Associated Commercial Finance, Inc., with an office at 401 East Kilbourn Avenue, Suite 350, Milwaukee, WI 53202 (“Lender”).
STANDARD OFFICE LEASE AGREEMENT (NET)Lease Agreement • September 26th, 2006 • Virtual Radiologic CORP • Services-misc health & allied services, nec • Minnesota
THIS LEASE AGREEMENT (hereafter called the “Lease Agreement”) made as of the 11th day of March, 2004, by and between Midwest Holding Corp. #9, Inc., a Minnesota corporation, c/o United Properties having offices at Suite 200, 3500 West 80th Street, Bloomington, Minnesota, 55431 (hereafter called the “Landlord”), and Virtual Radiologic Consultants, LLC, a Delaware limited liability company having offices at 5995 Opus Parkway, Minnetonka, Minnesota (hereafter called the “Tenant”).
CROSS PURCHASE AGREEMENTCross Purchase Agreement • September 26th, 2006 • Virtual Radiologic CORP • Services-misc health & allied services, nec • Minnesota
THIS CROSS PURCHASE AGREEMENT, made and entered into effective as of the 24th day of October, 2003, by and among VIRTUAL RADIOLOGIC CONSULTANTS, INC., a Minnesota corporation (the “Corporation”), SEAN O. CASEY, an individual residing in the State of Minnesota (“Sean”), EDUARD MICHEL, an individual residing in the State of Minnesota (“Eduard”), DAVID HUNTER, an individual residing in the State of Missouri (“David”), and GARY WEISS, an individual residing in the State of Hawaii (“Gary”) (collectively, Sean, Eduard, David and Gary are sometimes referred to herein as the “Shareholders”);
EMPLOYMENT AGREEMENTEmployment Agreement • September 26th, 2006 • Virtual Radiologic CORP • Services-misc health & allied services, nec • Minnesota
THIS AGREEMENT, is made and entered into by and between Virtual Radiologic Consultants, Inc. (the “Corporation”) and George Frisch (the “Executive”), and shall be effective (the “Effective Date”), October 4, 2004.
EMPLOYMENT AGREEMENTEmployment Agreement • September 26th, 2006 • Virtual Radiologic CORP • Services-misc health & allied services, nec • Minnesota
This Employment Agreement (“Agreement”) is made and entered into by and between Virtual Radiologic Consultants, Inc., a Delaware corporation and successor to a predecessor Minnesota corporation of the same name, (the “Corporation”) and Sean Casey (the “Executive”), and shall be effective (the “Effective Date”) as of the Closing Date of May 2, 2005.
FIRST AMENDMENT TO LEASELease • September 26th, 2006 • Virtual Radiologic CORP • Services-misc health & allied services, nec
THIS FIRST AMENDMENT TO LEASE (this “First Amendment”) is entered into this 12th day of August, 2004, by and between MIDWEST HOLDING CORP. #9, INC., a Minnesota corporation, c/o United Properties, as landlord (“Landlord”), and VIRTUAL RADIOLOGIC CONSULTANTS, LLC, a Delaware limited liability company, as tenant (“Tenant”).
MEDB BUILDING LEASEMedb Building Lease • September 26th, 2006 • Virtual Radiologic CORP • Services-misc health & allied services, nec • Hawaii
THIS LEASE, made and entered into this 28th day of November, 2005, by and between MAUI ECONOMIC DEVELOPMENT BOARD, INC., a Hawaii nonprofit corporation, with its business and mailing address at 590 Lipoa Parkway, Suite 103, Kihei, HI 96753, hereinafter called “Lessor,” and VIRTUAL RADIOLOGIC CONSULTANTS, INC., a Minnesota corporation, with its business and mailing address at 5995 Opus Parkway, Suite 200, Minnetonka, MN 55343, hereinafter called “Lessee,”
EMPLOYMENT AGREEMENTEmployment Agreement • September 26th, 2006 • Virtual Radiologic CORP • Services-misc health & allied services, nec • Minnesota
THIS AGREEMENT, is made and entered into by and between Virtual Radiologic Corporation (the “Corporation”) and Eduard Michel, M.D. (the “Executive”), and shall be effective (the “Effective Date”) as of this first day of July, 2006.
ContractVirtual Radiologic CORP • September 26th, 2006 • Services-misc health & allied services, nec • Delaware
THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR ANY APPLICABLE STATE SECURITIES LAWS. NOTWITHSTANDING ANY OTHER PROVISIONS CONTAINED HEREIN, NO TRANSFER, HYPOTHECATION OR OTHER DISPOSITION OF THIS WARRANT IN FAVOR OF ANY PERSON OTHER THAN THE HOLDER HEREOF, SHALL BE VALID OR EFFECTIVE UNLESS REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR UNLESS AN EXEMPTION FROM SUCH REGISTRATION IS AVAILABLE.
AMENDMENT NO. 1 TO SECURITY AGREEMENTSecurity Agreement • September 26th, 2006 • Virtual Radiologic CORP • Services-misc health & allied services, nec • Minnesota
This AMENDMENT NO. 1 TO SECURITY AGREEMENT is made as of March 27, 2006 (the “Amendment”), by VIRTUAL RADIOLOGIC CORPORATION, a Delaware corporation f/k/a Virtual Radiologic Consultants, Inc. (the “Grantor”) and successor by merger to Virtual Radiologic Consultants, Inc., a Minnesota corporation, and ASSOCIATED COMMERCIAL FINANCE, INC. (“Lender”).
Associated Commercial Finance, Inc. March 27, 2006Virtual Radiologic CORP • September 26th, 2006 • Services-misc health & allied services, nec
VIRTUAL RADIOLOGIC PROFESSIONALS, LLC EQUITY INCENTIVE PLAN NON-INCENTIVE STOCK OPTION AGREEMENTEquity Incentive Plan • September 26th, 2006 • Virtual Radiologic CORP • Services-misc health & allied services, nec • Delaware
THIS AGREEMENT (“Agreement”), made and entered into effective this ____ day of _____________, by and between VIRTUAL RADIOLOGIC PROFESSIONALS, LLC, a Delaware limited liability company (hereinafter referred to as the “Company”) and ______________ an independent physician contractor of the Company (“Physician”).
STOCKHOLDERS AGREEMENTStockholders Agreement • September 26th, 2006 • Virtual Radiologic CORP • Services-misc health & allied services, nec • Delaware
This Stockholders Agreement (“Agreement”) is made and entered into as of the 2nd day of May, 2005, by and among Virtual Radiologic Consultants, Inc., a Delaware corporation (the “Company”), those holders of the shares of Common Stock of the Company and/or options and warrants convertible into or exercisable for such shares of Common Stock (collectively, the “Common Stock”) listed on Exhibit A attached hereto (the “Common Stockholders”), those transferees or other holders of shares of capital stock and/or options or warrants who have executed and delivered to the Company a Joinder Agreement substantially in the form of Exhibit C hereto, and the other parties listed on the signature page of this Agreement as investors (referred to in this Agreement collectively as “Investors” and each individually as an “Investor”) (the Investors and the Common Stockholders, collectively, the “Stockholders”).
INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • September 26th, 2006 • Virtual Radiologic CORP • Services-misc health & allied services, nec • Delaware
This Investor Rights Agreement (“Agreement”) is made and entered into as of the 2nd day of May, 2005, by and among Virtual Radiologic Consultants, Inc., a Delaware corporation (the “Company”), the other parties listed on the signature page of this Agreement as investors (the “Investors”) and, for purposes of Section 1 only, William Blair & Company, L.L.C. (“Blair”).
ASSUMPTION AGREEMENT; AND AMENDMENT OF LOAN AGREEMENTAssumption Agreement • September 26th, 2006 • Virtual Radiologic CORP • Services-misc health & allied services, nec • Minnesota
THIS ASSUMPTION AGREEMENT; AND AMENDMENT OF LOAN AGREEMENT dated as of May 2, 2005 (the “Agreement”) among Virtual Radiologic Professionals, LLC, a Delaware limited liability company (“VRP LLC”) and Virtual Radiologic Consultants, Inc., a Delaware corporation (the “Company”), and Associated Commercial Finance, Inc., a Wisconsin corporation (the “Lender”).
VIRTUAL RADIOLOGIC CORPORATION EQUITY INCENTIVE PLAN INCENTIVE STOCK OPTION AGREEMENTEquity Incentive Plan • September 26th, 2006 • Virtual Radiologic CORP • Services-misc health & allied services, nec • Delaware
THIS AGREEMENT, made and entered into effective this day of , by and between VIRTUAL RADIOLOGIC CORPORATION, a Delaware corporation (hereinafter referred to as the “Corporation”) and an employee of the Corporation (“Employee”).
