SECURITY AGREEMENTSecurity Agreement • January 2nd, 2024 • Healthcare Triangle, Inc. • Services-computer integrated systems design • Delaware
THIS SECURITY AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) dated as of December 28, 2023, between Healthcare Triangle, Inc., a Delaware corporation (the “Company”), with corporate headquarters at 7901 Stoneridge Drive, Suite 220, Pleasanton, CA 95488 (the Company, each Subsidiary, and each other Person who becomes a party to this Agreement by execution of a joinder in the form of Exhibit A attached hereto, which shall include all Subsidiaries of the Company formed or acquired after the date hereof, are hereinafter sometimes referred to individually as a “Debtor” and, collectively, as the “Debtors”) and ______________________, a business entity organized under the laws of __________________, in its capacity as the Investor (as defined in the Purchase Agreement (as hereinafter defined)) and as Collateral Agent for the benefit of itself as the Investor (together with their respective successors and permitted assigns, each a “Secu
ContractHealthcare Triangle, Inc. • January 2nd, 2024 • Services-computer integrated systems design
THIS NOTE HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR UPON RECEIPT BY THE COMPANY OF AN OPINION OF COUNSEL ACCEPTABLE TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER THE SECURITIES ACT. THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT SECURED BY SUCH SECURITIES. ANY TRANSFEREE OF THIS NOTE SHOULD CAREFULLY REVIEW THE TERMS OF THIS NOTE. THE PRINCIPAL AMOUNT REPRESENTED BY THIS NOTE AND, ACCORDINGLY, THE SECURITIES ISSUABLE UPON CONVERSION HEREOF, MAY BE LESS THAN THE AMOUNTS SET FORTH ON THE FACE HEREOF, PURSUANT TO THE TERMS OF THIS NOTE.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 2nd, 2024 • Healthcare Triangle, Inc. • Services-computer integrated systems design
This Securities Purchase Agreement (this “Agreement”) is dated as of December 28, 2023, between Healthcare Triangle, Inc., a Delaware corporation (the “Company”), and the purchaser identified on the signature pages hereto (together with its successors and assigns, the “Investor”). Except where clear from the context, Investor also refers to any transferee(s) of the Investor.
COMMON STOCK PURCHASE WARRANT HEALTHCARE TRIANGLE, INC.Healthcare Triangle, Inc. • January 2nd, 2024 • Services-computer integrated systems design
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ___________________________, a _____________________ company, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after December 28, 2023 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on December 28, 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Healthcare Triangle, Inc., a Delaware corporation (the “Company”), up to Three Hundred and Fifty Seven Thousand Five Hundred (357,500) shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
PLEDGE AGREEMENTPledge Agreement • January 2nd, 2024 • Healthcare Triangle, Inc. • Services-computer integrated systems design
THIS PLEDGE AGREEMENT made as of December 28, 2023 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), by Healthcare Triangle, Inc., a Delaware corporation (the “Pledgor”) and ___________________________, a _______________ entity, in its capacity as agent (“Collateral Agent”) for itself as an Investor (together with its successors and assigns).
INTERCREDITOR AGREEMENTIntercreditor Agreement • January 2nd, 2024 • Healthcare Triangle, Inc. • Services-computer integrated systems design
THIS AGREEMENT made and entered into this 28th day of December 2023 by and among SEACOAST BUSINESS FUNDING, a division of Seacoast National Bank with a place of business at 1880 N Congress Ave., Suite 404, Boynton Beach, FL 33426 (hereinafter referred to as “SBF”), and ___________ (hereinafter referred to as “Investor”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 2nd, 2024 • Healthcare Triangle, Inc. • Services-computer integrated systems design
THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is dated as of December 28, 2023, by and among Healthcare Triangle, Inc., a Delaware corporation (the “Company”), and the Investor identified on the signature page hereto (together with its successors and assigns, the “Investor”).
FORM OF SUBSIDIARY GUARANTEEForm of Subsidiary Guarantee • January 2nd, 2024 • Healthcare Triangle, Inc. • Services-computer integrated systems design
This SUBSIDIARY GUARANTEE (as amended, restated, supplemented, or otherwise modified and in effect from time to time, this “Guarantee”) is made as of December 28, 2023, jointly and severally, between Healthcare Triangle, Inc., a Delaware corporation (the “Company”), Devcool, Inc., a California corporation (“Devcool”, and together with each other Person who becomes a party to this Guarantee by execution of a joinder in the form of Exhibit A attached hereto, which shall include all Subsidiaries (as defined in the Purchase Agreement (as defined below)) of the Company acquired after the date hereof for so long as this Guarantee remains in effect, shall be referred to individually as a “Guarantor” and collectively as the “Guarantors”), in favor of ____________________________, a business entity organized under the laws of the ______________, as agent for the Investors (the “Collateral Agent”), for the benefit of itself and each of the other Investors (as defined in the Purchase Agreement).
