EXHIBIT 10.0 ENVIRONMENTAL SAFEGUARDS, INC. WARRANT AGREEMENT -----------------Warrant Agreement • December 29th, 1997 • Cahill Edward L • Refuse systems • Maryland
EXHIBIT 2 THE RIGHT START, INC. SECURITIES PURCHASE AGREEMENT Dated as of May 6, 1997 11.5% Senior Subordinated Notes due May 6, 2000 Warrants to Purchase Common Stock TABLE OF CONTENTSSecurities Purchase Agreement • May 16th, 1997 • Cahill Edward L • Retail-catalog & mail-order houses • Delaware
JAY JACOBS, INC. ---------------- Form of Common Stock Purchase Warrant ----------------------------- Jay Jacobs, Inc., a Washington corporation (the "Company"), for value received, hereby certifies that [recipient], or his, her or its registered...Warrant Agreement • February 16th, 1999 • Cahill Edward L • Retail-family clothing stores • Delaware
AGREEMENT Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the undersigned persons hereby agree to file with the Securities and Exchange Commission the Statement on Schedule 13D (the "Statement") to which this Agreement is...Agreement • March 31st, 2003 • Cahill Edward L • Services-health services
Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the undersigned persons hereby agree to file with the Securities and Exchange Commission the Statement on Schedule 13D (the "Statement") to which this Agreement is attached as an exhibit, and agree that such Statement, as so filed, is filed on behalf of each of them.
ANDStock Purchase Agreement • March 7th, 1997 • Cahill Edward L • Services-educational services • Delaware
1.1. "1933 Act" - 1 - 1.2. "1934 Act" - 2 - 1.3. "Board of Directors" - 2 - 1.4. "Common Shares" - 2 - 1.5. "Common Stock" - 2 - 1.6. "Company" - 2 - 1.7. "Company Indemnitees" - 2 - 1.8. "Debentures" - 2 - 1.9. "Effective Period" - 2 - 1.10. "Form...Registration Rights Agreement • November 9th, 1998 • Cahill Edward L • Services-educational services • New York
This Registration Rights Agreement (the "Agreement"), dated as of --------- February __, 1999, is by and among JAY JACOBS, INC., a Washington corporation (the "Company"); CAHILL, WARNOCK STRATEGIC PARTNERS FUND, L.P., a limited ------- partnership...Registration Rights Agreement • February 16th, 1999 • Cahill Edward L • Retail-family clothing stores • Delaware
JAY JACOBS, INC SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 16th, 1999 • Cahill Edward L • Retail-family clothing stores • Delaware
EXHIBIT 4.0 LOAN AND SECURITY AGREEMENT DATED DECEMBER 17, 1997Loan and Security Agreement • December 29th, 1997 • Cahill Edward L • Refuse systems • Maryland
EXHIBIT 99.2 EXECUTION COPY AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT This Amended and Restated Registration Rights Agreement (the "Agreement"), dated as of March 24, 2003 is by and among Occupational Health + Rehabilitation Inc (the...Registration Rights Agreement • March 31st, 2003 • Cahill Edward L • Services-health services • Massachusetts
Exhibit 4 PLEDGE AND SECURITY AGREEMENT (BANK AS LENDER/PARTNERSHIP PLEDGOR) This Pledge and Security Agreement (this "Agreement") is made as of the 5th day of February, 1997, by and among Cahill, Warnock Strategic Partners Fund, L.P., a Delaware...Pledge and Security Agreement • March 7th, 1997 • Cahill Edward L • Services-educational services • New York
EXHIBIT 4 --------- INVESTOR RIGHTS AGREEMENT DATED AS OF SEPTEMBER 4, 1998 BY AND AMONG TOUCHSTONE APPLIED SCIENCE ASSOCIATES, INC., AS THE COMPANYInvestor Rights Agreement • November 9th, 1998 • Cahill Edward L • Services-educational services • New York
AMENDMENT NO. 1 TO LIMITED PARTNERSHIP AGREEMENT OF CAHILL, WARNOCK STRATEGIC PARTNERS FUND, L.P.Limited Partnership Agreement • July 6th, 1999 • Cahill Edward L • Computer peripheral equipment, nec
RECITALSStockholders' Agreement • June 2nd, 1997 • Cahill Edward L • Wholesale-electrical apparatus & equipment, wiring supplies • Delaware
AMENDMENT NO. 1 TO LIMITED PARTNERSHIP AGREEMENT OF CAHILL, WARNOCK STRATEGIC PARTNERS FUND, L.P.Limited Partnership Agreement • June 2nd, 1997 • Cahill Edward L • Wholesale-electrical apparatus & equipment, wiring supplies
ARTICLE ONE REGISTRATION RIGHTSRegistration Rights Agreement • December 29th, 1997 • Cahill Edward L • Refuse systems • Texas
AGREEMENTSchedule 13d Agreement • July 6th, 1999 • Cahill Edward L • Computer peripheral equipment, nec
Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the undersigned hereby agree that only one statement containing the information required by Schedule 13D need be filed with respect to the ownership by each of the undersigned of shares of stock of MedPlus, Inc.
SECTION 4 5 Representations and Warranties of the Company 5 4.1. Organization, Good Standing and Qualification. 5 4.2. Capitalization. 5 4.3. Subsidiaries 6 4.4. Partnerships 7 4.5. Authorization 7 4.6. Governmental Consents. 7 4.7. Litigation 7 4.8....Convertible Preferred Stock Purchase Agreement • March 7th, 1997 • Cahill Edward L • Services-educational services • Delaware
ANDStockholders' Agreement • March 7th, 1997 • Cahill Edward L • Services-educational services • Delaware
Exhibit 3 --------- REGISTRATION RIGHTS AGREEMENT April 30, 1999 To each of the several Purchasers named in Exhibit 1.01 to the Securities Purchase Agreement dated April 30, 1999 Ladies and Gentlemen: This will confirm that in consideration of your...Registration Rights Agreement • July 6th, 1999 • Cahill Edward L • Computer peripheral equipment, nec • Ohio
SECTION 1Warrant Agreement • March 7th, 1997 • Cahill Edward L • Services-educational services • Delaware
ANDSeries a Convertible Preferred Stock Purchase Agreement • June 2nd, 1997 • Cahill Edward L • Wholesale-electrical apparatus & equipment, wiring supplies • Delaware
CO-SALE AGREEMENT CO-SALE AGREEMENT dated as of December 17, 1997 (this "Agreement'), by and among James Percell ("Percell") and each of the persons listed on the signature page hereto under the caption "Purchasers" (collectively, the "Purchasers"). W...Co-Sale Agreement • December 29th, 1997 • Cahill Edward L • Refuse systems • Maryland
EXHIBIT 6 THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD OR TRANSFERRED UNLESS SUCH SALE OR TRANSFER IS IN ACCORDANCE WITH THE REGISTRATION REQUIREMENTS...Warrant Agreement • July 6th, 1999 • Cahill Edward L • Computer peripheral equipment, nec
AGREEMENT Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the undersigned hereby agree that only one statement containing the information required by Schedule 13D/A need be filed with respect to the ownership by each of the...Schedule 13d/a Agreement • February 16th, 1999 • Cahill Edward L • Retail-family clothing stores
Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the undersigned hereby agree that only one statement containing the information required by Schedule 13D/A need be filed with respect to the ownership by each of the undersigned of shares of stock of Jay Jacobs, Inc.
TERM NOTE ---------Term Note • December 29th, 1997 • Cahill Edward L • Refuse systems • Maryland
Exhibit 8 SUBORDINATED DEBENTURE AND WARRANT PURCHASE AGREEMENT DATED AS OF FEBRUARY 25, 1997 BY AND BETWEEN CONCORDE CAREER COLLEGES, INC. AND CAHILL, WARNOCK STRATEGIC PARTNERS FUND, L.P.Subordinated Debenture and Warrant Purchase Agreement • March 7th, 1997 • Cahill Edward L • Services-educational services • Delaware
Exhibit 3 PROMISSORY NOTE AND LOAN AGREEMENT Borrower: Cahill, Warnock Strategic Partners Fund, L.P. 1 South Street, Suite 2150 Baltimore, MD 21202 Lender: Wilmington Trust Company 1100 N. Market Street Wilmington, DE 19890 I. LOAN TERMS 1.1. PROMISE...Promissory Note and Loan Agreement • March 7th, 1997 • Cahill Edward L • Services-educational services • Delaware
BetweenSeries a Convertible Preferred Stock Repurchase Agreement • March 31st, 2003 • Cahill Edward L • Services-health services • Delaware
Exhibit 12 THIS DEBENTURE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR UNDER APPLICABLE STATE SECURITIES LAWS. THIS DEBENTURE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN...Debenture Purchase Agreement • March 7th, 1997 • Cahill Edward L • Services-educational services
SECTION 1Warrant Agreement • March 7th, 1997 • Cahill Edward L • Services-educational services • Delaware
AMENDMENT NO. 1 TO CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENTConvertible Preferred Stock Purchase Agreement • March 28th, 1997 • Cahill Edward L • Services-educational services
BY AND BETWEENSubordinated Debenture Purchase Agreement • March 23rd, 1998 • Cahill Edward L • Retail-family clothing stores • Delaware
Exhibit 13 THIS DEBENTURE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR UNDER APPLICABLE STATE SECURITIES LAWS. THIS DEBENTURE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN...Debenture Purchase Agreement • March 7th, 1997 • Cahill Edward L • Services-educational services
SERIES B CONVERTIBLE PREFERRED AND SERIES C PREFERRED STOCK PURCHASE AGREEMENTSeries B Convertible Preferred and Series C Preferred Stock Purchase Agreement • December 29th, 1997 • Cahill Edward L • Refuse systems • Maryland
