OMEGA ORTHODONTICS, INC. CONSULTING AGREEMENT THIS AGREEMENT, dated as of January 1, 1998, between DR. DEAN C. BELLAVIA, of Buffalo, New York (the "Consultant") and OMEGA ORTHODONTICS, INC., a Delaware corporation (the "Company"). WITNESSETH: WHEREAS,...Consulting Agreement • April 16th, 1998 • Omega Orthodontics Inc • Services-management services
ANDWarrant Agreement • May 15th, 1997 • Omega Orthodontics Inc • New York
Exhibit 10.23 OMEGA ORTHODONTICS, INC. EMPLOYMENT AGREEMENT THIS AGREEMENT, dated as of May 1, 1997, between F. V. ("Sonny") ELLIOTT, of Houston, Texas (the "Employee") and OMEGA ORTHODONTICS, INC., a Delaware corporation (the "Company"). WITNESSETH:...Employment Agreement • May 15th, 1997 • Omega Orthodontics Inc
WITNESSETH:Employment Agreement • May 15th, 1997 • Omega Orthodontics Inc
EXHIBIT 10.27a BOST1-636893-2 OMEGA ORTHODONTICS INC. 3621 Silver Spur Lane Acton, CA 93510 April 2, 1998Consulting Agreement • April 16th, 1998 • Omega Orthodontics Inc • Services-management services
Exhibit 2.1 ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT (the "Agreement") is made and entered into as of this 31st day of August, 1996 (the "Effective Date") by and between OMEGA ORTHODONTICS, INC., a Delaware corporation (the "Buyer"), and...Asset Purchase Agreement • May 15th, 1997 • Omega Orthodontics Inc • Delaware
Exhibit 10.27(a) AMENDED AND RESTATED CONSULTING AGREEMENT AMENDED AND RESTATED CONSULTING AGREEMENT dated as of September 4, 1996 by and among Omega Orthodontics, Inc. ("Omega"), C. Joel Glovsky ("Glovsky") and The Mayflower Group, Ltd. ("Mayflower"...Consulting Agreement • May 15th, 1997 • Omega Orthodontics Inc
EXHIBIT 10.47 BOST1-636697-2 MANAGEMENT SERVICES AGREEMENT AMONG Daniel Azani, D.D.S., Inc. (the "PC") AND Azani Dental Services, Inc. (the "MSO") AND Omega Orthodontics, Inc. ("OMEGA") TABLE OF CONTENTSManagement Services Agreement • April 16th, 1998 • Omega Orthodontics Inc • Services-management services
Exhibit 10.25(b) SUBSCRIPTION AGREEMENT 1. SUBSCRIPTION The undersigned (the "Purchaser") hereby offers and agrees to purchase from OMEGA Orthodontics, Inc., a Delaware corporation (the "Company"), the dollar principal amount of 15% Senior Notes...Subscription Agreement • May 15th, 1997 • Omega Orthodontics Inc • Delaware
OHS DRAFT 5/7/97 [Form of Underwriting Agreement - Subject to Additional Review] 1,800,000 Shares of Common Stock and 1,800,000 Redeemable Warrants OMEGA ORTHODONTICS, INC. UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • May 15th, 1997 • Omega Orthodontics Inc • New York
OMEGA ORTHODONTICS, INC. 3621 SILVER SPUR LANE ACTON, CALIFORNIA 93510 02/28/99Letter of Intent • March 30th, 1999 • Omega Orthodontics Inc • Services-management services • Massachusetts
Exhibit 4.6 ----------- PROMISSORY NOTEPromissory Note • July 9th, 1997 • Omega Orthodontics Inc • Services-management services • California
12- AGREEMENT FOR THE PURCHASE AND SALE OF ASSETS (Tangible Assets)Asset Purchase Agreement • April 16th, 1998 • Omega Orthodontics Inc • Services-management services • California
Exhibit 10.31 SUBSCRIPTION AGREEMENT 1. SUBSCRIPTION The undersigned (the "Purchaser") hereby offers and agrees to purchase from OMEGA Orthodontics, Inc., a Delaware corporation (the "Company"), the dollar principal amount of 15% Senior Notes...Subscription Agreement • May 15th, 1997 • Omega Orthodontics Inc • Delaware
OHS DRAFT 5/7/97 [FORM OF REPRESENTATIVE'S WARRANT AGREEMENT] [SUBJECT TO ADDITIONAL REVIEW] OMEGA ORTHODONTICS, INC.Representative's Warrant Agreement • May 15th, 1997 • Omega Orthodontics Inc • New York
Exhibit 10.30 CONSULTING AGREEMENT THIS AGREEMENT, dated as of May 1, 1997, by and between Omega Orthodontics, Inc., a Delaware corporation (the "Company"), and Leonard, Mulherin & Greene, P.C., a Massachusetts professional corporation (the...Consulting Agreement • May 15th, 1997 • Omega Orthodontics Inc
RECITALSAsset Purchase Agreement • March 30th, 1999 • Omega Orthodontics Inc • Services-management services • California
Exhibit 10.49 1 CONSULTING AGREEMENT THIS AGREEMENT dated February 20, 1998 ("Agreement") sets forth the terms, conditions, obligations and benefits by and between Company Orthodontics, Inc., a Delaware Corporation, with offices at Boston, MA...Consulting Agreement • April 16th, 1998 • Omega Orthodontics Inc • Services-management services • Massachusetts
RECITALSAffiliation Agreement • September 30th, 1997 • Omega Orthodontics Inc • Services-management services
RECITALSStock Put/Call Option and Successor Designation Agreement • March 30th, 1999 • Omega Orthodontics Inc • Services-management services • California
RECITALSAffiliation Agreement and Asset Purchase Agreement • March 30th, 1999 • Omega Orthodontics Inc • Services-management services • Oregon
RECITALSAffiliation Agreement • May 15th, 1997 • Omega Orthodontics Inc • Delaware
EXHIBIT 2.13 AFFILIATION AGREEMENT AND AGREEMENT AND PLAN OF MERGER THIS AFFILIATION AGREEMENT AND AGREEMENT AND PLAN OF MERGER is entered into as of the 9th day of January, 1998, by and among Omega Orthodontics of Woodland Hills , Inc., a Delaware...Affiliation Agreement and Agreement and Plan of Merger • April 16th, 1998 • Omega Orthodontics Inc • Services-management services • Delaware
Exhibit 4.2 SUBSCRIPTION AGREEMENT 1. SUBSCRIPTION The undersigned (the "Purchaser") hereby offers and agrees to purchase from OMEGA Orthodontics, Inc., a Delaware corporation (the "Company"), the dollar principal amount of 15% Senior Notes ("Notes")...Subscription Agreement • May 15th, 1997 • Omega Orthodontics Inc • Delaware
RECITALSAffiliation Agreement and Stock Purchase Agreement • March 30th, 1999 • Omega Orthodontics Inc • Services-management services • California
Exhibit 10.26 ------------- SUBSCRIPTION AGREEMENT 1. SUBSCRIPTION The undersigned (the "Purchaser") hereby offers and agrees to purchase from OMEGA Orthodontics, Inc., a Delaware corporation (the "Company"), the dollar principal amount of 15% Senior...Subscription Agreement • May 15th, 1997 • Omega Orthodontics Inc • Delaware
RECITALSAffiliation Agreement and Agreement and Plan of Merger • May 15th, 1997 • Omega Orthodontics Inc • Delaware
Exhibit 10.20 GENERAL ASSIGNMENT AND ASSUMPTION AGREEMENT THIS GENERAL ASSIGNMENT AND ASSUMPTION AGREEMENT ("Assignment") is dated effective as of August 31, 1996 (the "Effective Date) by and between The Orthodontic Management Effectiveness Group of...General Assignment and Assumption Agreement • May 15th, 1997 • Omega Orthodontics Inc
BETWEENManagement Services Agreement • March 30th, 1999 • Omega Orthodontics Inc • Services-management services
RECITALSAffiliation Agreement and Agreement and Plan of Merger • September 18th, 1997 • Omega Orthodontics Inc • Services-management services
RECITALSManagement Agreement • March 30th, 1999 • Omega Orthodontics Inc • Services-management services • Texas
RECITALSAffiliation Agreement and Plan of Merger • May 15th, 1997 • Omega Orthodontics Inc • Delaware
RECITALSAffiliation Agreement and Agreement and Plan of Merger • April 16th, 1998 • Omega Orthodontics Inc • Services-management services
BETWEENManagement Services Agreement • March 30th, 1999 • Omega Orthodontics Inc • Services-management services • Oregon
RECITALSStock Put/Call and Successor Designation Agreement • April 16th, 1998 • Omega Orthodontics Inc • Services-management services
