Health Systems Solutions Inc Sample Contracts

WARRANT For the Purchase of Common Stock of SILVER KEY MINING COMPANY, INC. A Nevada Corporation
Silver Key Mining Co Inc • November 1st, 2002 • Non-operating establishments • Florida
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WITNESSETH:
Escrow Agreement • September 23rd, 2004 • Health Systems Solutions Inc • Services-prepackaged software • Florida
EXHIBIT 10.4
Registration Rights Agreement • May 15th, 2003 • Health Systems Solutions Inc • Services-prepackaged software • Florida
EXHIBIT 10.2
Securities Purchase Agreement • June 2nd, 2003 • Health Systems Solutions Inc • Services-prepackaged software • Florida
AMENDMENT NO. 2 TO REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 30th, 2004 • Health Systems Solutions Inc • Services-prepackaged software
LOCK-UP AGREEMENT
Lock-Up Agreement • November 4th, 2002 • Silver Key Mining Co Inc • Non-operating establishments • Florida
JOINT FILING AGREEMENT
Joint Filing Agreement • November 4th, 2002 • Silver Key Mining Co Inc • Non-operating establishments

In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the persons names below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D, including amendments thereto, with regard to the Common Stock and Preferred Stock of Silver Key Mining Company, Inc., a Nevada corporation, and further agree that this Joint Filing Agreement be included as an exhibit to such joint filings.

EXHIBIT 10.1 EXECUTION COPY AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • November 4th, 2002 • Silver Key Mining Co Inc • Non-operating establishments • Florida
EMPLOYMENT AGREEMENT
Employment Agreement • May 19th, 2006 • Health Systems Solutions Inc • Services-prepackaged software • Florida

This Employment Agreement (“Agreement”) is made and entered into on this 15th day of May, 2006, effective as of the date set forth in paragraph 2.1 below, and is by and between Carekeeper Solutions, Inc., a Florida corporation (the “Company”), and Dorothy C. Levy (hereinafter called the “Executive”).

HEALTH SYSTEMS SOLUTIONS, INC. a Nevada corporation REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 8th, 2005 • Health Systems Solutions Inc • Services-prepackaged software • Florida

THIS REGISTRATION RIGHTS AGREEMENT, dated as of October 31, 2005 (the “Agreement”), is entered into by and among Health Systems Solutions, Inc., a Nevada corporation (the “Company”), and the holders (the “Investors”) of the Company’s capital stock and Warrants set forth on the signature page hereof. Capitalized terms not defined herein shall have the meanings ascribed to them in the Preferred Stock Purchase Agreement (as hereinafter defined).

HEALTH SYSTEMS SOLUTIONS, INC. a Nevada corporation PREFERRED STOCK PURCHASE AGREEMENT
Preferred Stock Purchase Agreement • August 21st, 2007 • Health Systems Solutions Inc • Services-prepackaged software • Florida

Each of the Investors acknowledges and understands that prior to the registration of the Securities as provided herein, the Securities are “restricted securities” as defined in Rule 144. Each of the Investors understands that no disposition or transfer of the Securities may be made by any of the Investors in the absence of (i) an opinion of counsel to such Investor, in form and substance reasonably satisfactory to the Company, that such transfer may be made without registration under the Securities Act or (ii) such registration.

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • April 12th, 2006 • Health Systems Solutions Inc • Services-prepackaged software • Florida

This ASSET PURCHASE AGREEMENT (this “Agreement”) effective April 1, 2006, by and among VHT ACQUISITION COMPANY a corporation organized and existing under the laws of the State of Florida (the “Buyer”), VANTAHEALTH TECHNOLOGIES, LLC, a limited liability company organized and existing under the laws of the State of Pennsylvania (the “Seller”) and the members of the Seller identified on the signature page hereto (collectively, the “Members,” and collectively with the Seller, the “Seller Responsible Parties”).

NEITHER THIS WARRANT NOR THE WARRANT STOCK (AS HEREINAFTER DEFINED) HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE. THIS WARRANT AND THE WARRANT STOCK MAY BE TRANSFERRED ONLY IN...
Health Systems Solutions Inc • October 17th, 2008 • Services-prepackaged software • Florida

THIS WARRANT IS SUBJECT TO THE TERMS OF THE CONVERTIBLE SECURED DEBENTURE PURCHASE AGREEMENT, DATED AS OF OCTOBER 12, 2008 BETWEEN THE COMPANY AND THE HOLDER HEREOF, A COPY OF WHICH AGREEMENT IS ON FILE AT THE PRINCIPAL OFFICES OF THE COMPANY, AND ANY TRANSFERS AND TRANSFEREES OF THIS WARRANT AND THE WARRANT STOCK ARE SUBJECT TO THE TERMS AND CONDITIONS OF SUCH AGREEMENT.

EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • August 20th, 2007 • Health Systems Solutions Inc • Services-prepackaged software • New York

THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered September 1, 2007 (the “Effective Date”), between HEALTH SYSTEMS SOLUTIONS, INC., a Nevada corporation (the “Company”), with a principal place of business at 450 North Reo Street, Suite 300, Tampa, Florida 33609 and Michael Levine (the “Executive”), an individual residing in Warren, NJ.

VOTING AGREEMENT BY AND AMONG HEALTH SYSTEMS SOLUTIONS, INC., HSS ACQUISITION CORP. AND [STOCKHOLDER] DATED AS OF OCTOBER 13, 2008
Voting Agreement • October 23rd, 2008 • Health Systems Solutions Inc • Services-prepackaged software • Delaware

VOTING AGREEMENT, dated as of October 13, 2008 (this “Agreement”), by and among Health Systems Solutions, Inc., a Nevada corporation (“Parent”), HSS Acquisition Corp., a Delaware corporation and wholly-owned subsidiary of Parent (“Merger Sub”), and [___________] (the “Stockholder”).

Contract
Agreement and Plan of Merger • October 23rd, 2008 • Health Systems Solutions Inc • Services-prepackaged software • Delaware
EXHIBIT H DEDICATED HOSTING SERVICE DESCRIPTION QWEST INTERNET MASTER SERVICES AGREEMENT
Master Services Agreement • November 24th, 2004 • Health Systems Solutions Inc • Services-prepackaged software
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CONVERTIBLE DEBENTURE PURCHASE AGREEMENT
Convertible Debenture Purchase Agreement • August 21st, 2007 • Health Systems Solutions Inc • Services-prepackaged software • Florida

THIS CONVERTIBLE DEBENTURE PURCHASE AGREEMENT (this “Agreement”) is dated as of 17th day of August, 2007, between HEALTH SYSTEMS SOLUTIONS, INC., a Nevada corporation (the “Company”), and STANFORD INTERNATIONAL BANK LIMITED, a corporation organized under the laws of Antigua and Barbuda (the “Purchaser”).

December 29, 2008 VIA EMAIL, FACSIMILE AND FEDERAL EXPRESS Health Systems Solutions, Inc.
Health Systems Solutions Inc • December 30th, 2008 • Services-prepackaged software
LOCK-UP AGREEMENT
Lock-Up Agreement • April 12th, 2006 • Health Systems Solutions Inc • Services-prepackaged software • Florida

THIS LOCK-UP AGREEMENT is dated as of April 6, 2006 (the “Agreement”), is entered into by and among Health Systems Solutions, Inc., a Nevada corporation (the “Company”), VantaHealth Technologies, LLC, a limited liability company organized and existing under the laws of the State of Pennsylvania (“Vanta”), and the members of Vanta identified on the signature page hereto (the “Members,” and collectively with Vanta, the “Vanta Parties”).

JOINT FILING AGREEMENT
Joint Filing Agreement • October 23rd, 2008 • Health Systems Solutions Inc • Services-prepackaged software

In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D, dated October 23, 2008, including any amendments thereto (the “13D”), with respect to the common stock, par value $0.001 per share, of Emageon Inc. This Joint Filing Agreement shall be filed as an exhibit to the 13D.

WARRANT ASSIGNMENT
Warrant Assignment • November 8th, 2005 • Health Systems Solutions Inc • Services-prepackaged software • Florida

THIS WARRANT ASSIGNMENT AGREEMENT, dated as of October 31, 2005 (the “Agreement”), is entered into by and among Stanford International Bank, Ltd., an Antigua corporation (“Stanford”), Daniel T. Bogar (“Bogar”), Ronald M. Stein (“Stein”), William R. Fusselmann (“Fusselmann”), Charles M. Weiser (“Weiser”) and Osvaldo Pi (“Pi” and together with Bogar, Stein, Fusselmann and Weiser, each an “Assignee” and collectively the “Assignees”).

PHILIPS INFORMATION TECHNOLOGY CONSULTANCY AGREEMENT
Consultancy Agreement • November 14th, 2007 • Health Systems Solutions Inc • Services-prepackaged software • New York

This Agreement is entered into on this 1st day of October, 2007 (the “Commencement Date”), by and between: Philips Electronics North America Corporation, having its principal address at 1251 Avenue of the Americas, New York, NY 10020-1104 (“PENAC”) and HSS Consultancy, LLC, having its principal address at 405 North Reo Street, Suite 300, Tampa, Florida 33609 (“Consultant”). PENAC and Consultant are hereinafter also referred to individually as “Party” and collectively as “Parties.”

WARRANT For the Purchase of Common Stock of SILVER KEY MINING COMPANY, INC. A Nevada Corporation
Silver Key Mining Co Inc • November 4th, 2002 • Non-operating establishments • Florida
STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • May 19th, 2006 • Health Systems Solutions Inc • Services-prepackaged software • Florida

This STOCK PURCHASE AGREEMENT (this “Agreement”) dated as of May 15, 2006, by and among HEALTH SYSTEMS SOLUTIONS, INC., a corporation organized and existing under the laws of the State of Nevada (“HSS”), CAREKEEPER SOLUTIONS, INC., a corporation organized and existing under the laws of the State of Florida (the “Buyer” or “Carekeeper”), and the shareholders (the “Sellers”) of Carekeeper Software, Inc., a corporation organized and existing under the laws of the State of Georgia (the “Company”).

ASSIGNMENT AND ASSUMPTION AGREEMENT
Assignment and Assumption Agreement • July 1st, 2005 • Health Systems Solutions Inc • Services-prepackaged software

THIS ASSIGNMENT and ASSUMPTION AGREEMENT (this “Assignment”) is entered into between Stanford Venture Capital Holdings, Inc., a corporation organized and existing under the laws of the State of Delaware, (hereinafter “SVCH”) and R. Allen Stanford (hereinafter “RAS”):

LOCK-UP AGREEMENT
Lock-Up Agreement • May 19th, 2006 • Health Systems Solutions Inc • Services-prepackaged software • Florida

THIS LOCK-UP AGREEMENT, dated as of May 15, 2006, is entered into by and among Health Systems Solutions, Inc., a Nevada corporation (the “Company”) and the shareholders of Carekeeper Software, Inc., a corporation organized and existing under the laws of the State of Georgia (“Carekeeper”) identified on the signature page hereto (the “Sellers”).

HEALTH SYSTEMS SOLUTIONS, INC. a Nevada corporation PREFERRED STOCK PURCHASE AGREEMENT
Preferred Stock Purchase Agreement • September 16th, 2008 • Health Systems Solutions Inc • Services-prepackaged software • Florida

THIS PREFERRED STOCK PURCHASE AGREEMENT, dated as of 11th day of September, 2008 (the “Agreement”), is entered into by and between HEALTH SYSTEMS SOLUTIONS, INC., a Nevada corporation (the “Company”), and STANFORD INTERNATIONAL BANK LTD., an Antiguan banking corporation (the “Purchaser”).

JOINT FILING AGREEMENT
Joint Filing Agreement • July 1st, 2005 • Health Systems Solutions Inc • Services-prepackaged software

In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the persons names below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D, including amendments thereto, with regard to the Common Stock of Health Systems Solutions, Inc., a Nevada corporation, and further agree that this Joint Filing Agreement be included as an exhibit to such joint filings.

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