REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 14th, 2004 • Ramp Corp • Services-computer programming, data processing, etc.
THIS REGISTRATION RIGHTS AGREEMENT, dated as of March 4_, 2004 (this "Agreement"), is made by and between RAMP CORPORATION, a Delaware corporation, with headquarters located at 33 Maiden Lane, New York, New York 10038 (the "Company"), each entity or person named on a signature page hereto and vFinance Investments, Inc. (each, an "Investor") (each agreement with an Investor being deemed a separate and independent agreement between the Company and such Investor, except that each Investor acknowledges and consents to the rights granted to each other Investor under such agreement).
EMPLOYMENT AGREEMENTEmployment Agreement • April 14th, 2004 • Ramp Corp • Services-computer programming, data processing, etc. • New York
EMPLOYMENT AGREEMENT dated as of October 1, 2003 (this "Agreement"), between Medix Resources, Inc. (the "Company"), and Louis Hyman (the "Executive").
STOCK OPTION AGREEMENTStock Option Agreement • April 14th, 2004 • Ramp Corp • Services-computer programming, data processing, etc.
This Stock Option Agreement (this “Agreement”) is entered into as of____________, between _______________ (“Optionee”), and Medix Resources, Inc. (the “Company”), pursuant to the Company's 2003 Stock Incentive Plan (the “Program”) and the Incentive Stock Plan, which constitutes Part I of the Program. The Program, insofar as it is applicable to this Option Agreement (this “Agreement”), including, without limitation, the General Provisions of the Stock Incentive Plan and Part I of the Program, are hereinafter collectively referred to as the “Plan”.
COMMON STOCK AND WARRANT PURCHASE AGREEMENTCommon Stock and Warrant Purchase Agreement • April 14th, 2004 • Ramp Corp • Services-computer programming, data processing, etc. • New York
THIS COMMON STOCK AND WARRANT PURCHASE AGREEMENT is dated as of March 4, 2004 (this "Purchase Agreement" or "Agreement"), by and between RAMP CORPORATION, a Delaware corporation, having its principal place of business located at 33 Maiden Lane, New York, New York 10038 (the "Company"), and each of the Investors listed on Annex A hereto (the "Investor", and collectively the "Investors").
WARRANT AMENDMENTRamp Corp • April 14th, 2004 • Services-computer programming, data processing, etc.
Medix Resources, Inc. (the “Company”), and the other party or parties (the “Party”), that sign this Warrant Amendment below, hereby agree, as of October 1, 2002, that the exercise period of the Company's 2002 Series A Warrants acquired by the Party earlier this year shall be adjusted as set forth below.
WARRANT MODIFICATION AGREEMENTWarrant Modification Agreement • April 14th, 2004 • Ramp Corp • Services-computer programming, data processing, etc. • New York
THIS WARRANT MODIFICATION AGREEMENT (this “Agreement”), dated as of April 21, 2003, by and between Medix Resources, Inc., a Colorado corporation (the “Company”), and the warrant holder identified on the signature page hereto (the “Warrant Holder”).
ASSIGNMENT AND ASSUMPTION OF LEASEAssignment and Assumption of Lease • April 14th, 2004 • Ramp Corp • Services-computer programming, data processing, etc. • Indiana
THIS ASSIGNMENT AND ASSUMPTION OF LEASE ("Assignment") is executed effective as of November 7, 2003 (the "Effective Date"), by and between The Duncan Group, Inc., an Indiana corporation, d/b/a Frontline Physicians Exchange and Frontline Communications (the "Assignor"), and Medix Resources, Inc., a Colorado corporation, (the "Assignee").
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • April 14th, 2004 • Ramp Corp • Services-computer programming, data processing, etc. • New York
This Executive Employment Agreement ("Agreement") is entered into as of July 1, 2003 (the "Effective Date"), by and between Medix Resources, Inc., a Colorado corporation (the "Company"), and Darryl Cohen ("Executive").
STOCK OPTION AGREEMENTStock Option Agreement • April 14th, 2004 • Ramp Corp • Services-computer programming, data processing, etc.
This Stock Option Agreement is entered into as of ___________, 2003, between ___________ (the “Optionee”), and Medix Resources, Inc. (the “Company”), pursuant to the Company's 1999 Stock Option Plan (the "Plan").
Medix Resources, Inc. Consulting AgreementConsulting Agreement • April 14th, 2004 • Ramp Corp • Services-computer programming, data processing, etc. • New York
This Consulting Agreement dated as of July 1, 2003, is made by and between Medix Resources, Inc., a Colorado corporation with an address at 420 Lexington Avenue, New York, NY 10170 (the "Company"), and External Affairs, Inc., a New Jersey corporation with an address at 434 Hasbrouck Blvd., Oradell, NJ 07649 (the "Consultant"). In consideration of the mutual covenants herein contained, the parties hereto, intending to be legally bound hereby, hereby agree as follows:
SUBLEASESublease • April 14th, 2004 • Ramp Corp • Services-computer programming, data processing, etc. • New York
THIS SUBLEASE (this "Sublease"), dated as of the 31st day of December, 2003 between INTERNATIONAL BUSINESS MACHINES CORPORATION, a New York corporation having an address at New Orchard Road, Armonk, New York 10504 (“Sublandlord”), and MEDIX RESOURCES, INC., a Delaware corporation having an office at 420 Lexington Avenue, New York, NY 10170 (“Subtenant”).
OFFICE/SHOWROOM/WAREHOUSE LEASE AGREEMENT ("Lease")Lease Agreement • April 14th, 2004 • Ramp Corp • Services-computer programming, data processing, etc.
This Lease is entered into by and between the Landlord and Tenant named below as of the last date shown on the signature page. This Lease consists of the following: this document and any attached exhibits (including floor plans, legal descriptions, site plans, premises layouts, guarantees or other items) and any amendments or addendums that are now or in the future executed by the parties.
NURSING HOME LICENSING AGREEMENTNursing Home Licensing Agreement • April 14th, 2004 • Ramp Corp • Services-computer programming, data processing, etc. • New York
AGREEMENT, made as of May 01, 2004, by and between HEALTHRAMP, INC., (the "Company"), with offices located at 33 Maiden Lane, (5th Floor), New York, New York 10038, and AGAWAM NURSING LLC, doing business as Country Estates of Agawam (the "Facility"), with offices located at 1200 Suffield Street, Agawam, Massachusetts 01001.
AGREEMENT OF SUBLEASEAgreement of Sublease • April 14th, 2004 • Ramp Corp • Services-computer programming, data processing, etc. • Florida
THIS SUBLEASE (the "Sublease") is made as of May 5, 2003, between PNC Bank, National Association, a national banking association, (the "Sublessor"), and Medix Resources, Inc., a Colorado corporation, (the "Sublessee").
