AMENDMENT NO. 2 TO THE LOAN AND SECURITY AGREEMENTLoan and Security Agreement • July 10th, 2007 • Medirect Latino Inc • Services-misc health & allied services, nec
This Amendment No. 2 ("Amendment No. 2") to that certain Loan and Security Agreement dated December 8, 2006 (the "Original Agreement") by and among MEDirect Latino Inc. (the "Borrower"), Granite Creek FlexCap I, L.P., St. Cloud Capital Partners, L.P., Bedford Oak Partners, L.P., Fred B. and Lois Tarter, Hungry Lizard, LLC and KKP Investments II LLC (collectively, the "Lenders") and Granite Creek Partners, L.L.C. ("Agent"), as amended pursuant to that certain Amendment No. 1 to the Original Agreement dated April 20, 2007 ("Amendment No. 1" and together with the Original Agreement, the "Amended Agreement") is entered into as of this ___ day of June, 2007 by and among the Borrower, the Lender and the Agent.
ContractSecured Convertible Promissory Note • August 28th, 2007 • Medirect Latino Inc • Services-misc health & allied services, nec
NEITHER THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE IS CONVERTIBLE HAVE 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 IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN COMPLIANCE WITH APPLICABLE STATE SECURITIES LAWS OR BLUE SKY LAWS. THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.
Service Agreement (Consulting)Service Agreement • March 24th, 2006 • Medirect Latino Inc • Services-misc health & allied services, nec
MEDirect Latino Inc. of 719 SE 12th Court, Fort Lauderdale, Florida, 33316 (the "Customer") - AND - Debra L. Towsley and/or assigned of 719 SE 12th Court, Fort Lauderdale, Florida, 33316 (the "Service Provider")
SECURITIES ACQUISITION AND INVESTOR RIGHTS AGREEMENTSecurities Acquisition and Investor Rights Agreement • August 28th, 2007 • Medirect Latino Inc • Services-misc health & allied services, nec • Illinois
This Securities Acquisition and Investor Rights Agreement (this "Agreement") is dated as of December 8, 2006 by and among MEDirect Latino Inc., a Florida corporation (the "Company"), and Granite Creek FlexCap I, L.P., a Delaware limited partnership (the "Holder").
REORGANIZATION AGREEMENTReorganization Agreement • February 17th, 2006 • Medirect Latino Inc • Services-misc health & allied services, nec • Florida
THIS REORGANIZATION AGREEMENT (the “Agreement”) is made and entered into by and between Interaxx Digital Tools, Inc., a Florida corporation (the “Corporation”) and Debra Towsley, Attorney-in-fact for all the individuals set forth in Exhibit A (hereinafter referred to as the “Subscribers”) (the Corporation and the Subscribers being collectively referred to as the “Parties”).
AMENDMENT NO. 1 TO THE LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 28th, 2007 • Medirect Latino Inc • Services-misc health & allied services, nec
This Amendment No. 1 ("Amendment No. 1") to that certain Loan and Security Agreement dated December 8, 2006 (the "Original Agreement") by and among MEDirect Latino Inc. (the "Borrower"), Granite Creek FlexCap I, L.P., St. Cloud Capital Partners, L.P., Bedford Oak Partners, L.P., Fred B. and Lois Tarter, Hungry Lizard, LLC and KKP Investments II LLC (collectively, the "Lenders") and Granite Creek Partners, L.L.C. ("Agent") is entered into as of this ___ day of April 2007 by and among the Borrower, the Lender and the Agent.
AMENDMENT NO. 1 TO THE SECURITIES ACQUISITION AND INVESTOR RIGHTS AGREEMENTSecurities Acquisition and Investor Rights Agreement • July 10th, 2007 • Medirect Latino Inc • Services-misc health & allied services, nec
This Amendment No. 1 ("Amendment No. 1") to that certain Securities Acquisition and Investor Rights Agreement dated December 8, 2006 (the "Original Agreement") by and between MEDirect Latino Inc. (the "Borrower") and Granite Creek FlexCap I, L.P is entered into as of this ___ day of June, 2007 by and between the Company and the Holder.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 28th, 2007 • Medirect Latino Inc • Services-misc health & allied services, nec • Illinois
This LOAN AND SECURITY AGREEMENT dated as of December 8, 2006 (the "Agreement"), is executed by and between MEDIRECT LATINO INC., a Florida corporation (the "Borrower"), whose address is 2102 West Atlantic Boulevard, Suite 101, Pompano Beach, Florida 33069, and GRANITE CREEK FLEXCAP I, L.P., a Delaware limited partnership (the "Fund"), whose address is 222 West Adams, Suite 1980, Chicago, Illinois 60606, ST. CLOUD CAPITAL PARTNERS, L.P., a Delaware limited partnership, whose address is 10866 Wilshire Boulevard, Suite 1450, Los Angeles, California 90024, BEDFORD OAK PARTNERS, L.P., a Delaware limited partnership ("Bedford Oak"), whose address is 100 South Bedford Road, Mt. Kisco, New York 10549, FRED B. AND LOIS TARTER, individual residents of the State of New York (the "Tarters"), whose address is 210 East 39th Street., New York, New York 10016, HUNGRY LIZARD, LLC, an Ohio limited liability company ("Hungry Lizard"), and KKP INVESTMENTS II LLC, a Delaware limited liability company ("KK
STANDSTILL AGREEMENTStandstill Agreement • October 3rd, 2007 • Medirect Latino Inc • Services-misc health & allied services, nec • Florida
Standstill Agreement made this 13th day of September, 2007, by and between MEDirect Latino, Inc. (the “Company”), Raymond Talarico and Debra L. Towsley (“T and T”), Granite Creek FlexCap I, L.P ("Granite Creek") and Ronald G. Williams and TBeck Capital Inc. (collectively, "Williams") and Lyle J. Mortensen ("Mortensen" and together with Williams, the "Additional Consenting Shareholders").
OFFICE/WAREHOUSE LEASE AGREEMENT This lease made and entered into at Broward County, Florida, the 8™ day of February, 2006 by and between POMPANO/LINCOLN INDUSTRIAL, LTD., hereinafter called "LANDLORD", and MEDIRECT LATINO, INC. hereinafter called...Lease Agreement • October 27th, 2006 • Medirect Latino Inc • Services-misc health & allied services, nec
That the LANDLORD, for and in consideration of the rents herein reserved to be paid by the TENANT, for and hi consideration of the covenants to be kept and performed by the TENANT, does hereby lease, let and demise unto the TENANT, the following warehouse unit/or units situated in Broward County, Florida, and described as follows: Address: 2101 W. Atlantic Blvd. Suites #101 and #106, Pompano Beach, FL 33069
Service Agreement (Consulting)Service Agreement (Consulting) • March 24th, 2006 • Medirect Latino Inc • Services-misc health & allied services, nec
MEDirect Latino Inc. of 719 SE 12th Court, Fort Lauderdale, Florida, 33316 (the "Customer") - AND - Raymond J. Talarico and/or assigned of 719 SE 12th Court, Fort Lauderdale, Florida, 33316 (the "Service Provider")
