UNDERWRITING AGREEMENT between AMERICAN CARESOURCE HOLDINGS, INC. and AEGIS CAPITAL CORP. as Representative of the Several Underwriters AMERICAN CARESOURCE HOLDINGS, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • December 11th, 2015 • American CareSource Holdings, Inc. • Services-misc health & allied services, nec • New York
The undersigned, American CareSource Holdings, Inc., a corporation formed under the laws of the State of Delaware (the “Company”), hereby confirms its agreement (this “Agreement”) with Aegis Capital Corp. (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”; in the event that only one Underwriter is named on Schedule 1 hereto, then all references to "Underwriters" shall be deemed to mean and refer to such sole Underwriter) as follows:
SECOND ADDENDUM TO CREDIT AGREEMENTCredit Agreement • September 14th, 2005 • American Caresource Holdings, Inc. • Services-misc health & allied services, nec • Iowa
REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement") is made and entered into as of February __, 2006, by and among American CareSource Holdings, Inc., a Delaware corporation (the "Company"), * ("*" or the "Placement...Registration Rights Agreement • March 31st, 2006 • American Caresource Holdings, Inc. • Services-misc health & allied services, nec • New York
TRANSITIONAL SERVICES AGREEMENT This Transitional Services Agreement is entered into this 15th day of June, 2005, by and between Patient Infosystems, Inc., a Delaware corporation ("Patient Infosystems"), and American Caresource Holdings, Inc., a...Transitional Services Agreement • August 12th, 2005 • American Caresource Holdings, Inc. • Services-misc health & allied services, nec • New York
CONSENT TO THIRD ADDENDUM TO CREDIT AGREEMENT, RATIFICATION OF GUARANTY AND WAIVER OF CLAIMS THIS CONSENT TO THIRD ADDENDUM TO CREDIT AGREEMENT, RATIFICATION OF GUARANTY AND WAIVER OF CLAIMS ("Consent and Ratification") is made by John Pappajohn...Credit Agreement • January 13th, 2006 • American Caresource Holdings, Inc. • Services-misc health & allied services, nec • Iowa
THIRD ADDENDUM TO CREDIT AGREEMENTCredit Agreement • January 13th, 2006 • American Caresource Holdings, Inc. • Services-misc health & allied services, nec • Iowa
FORSubscription Agreement • March 31st, 2006 • American Caresource Holdings, Inc. • Services-misc health & allied services, nec • New York
EMPLOYMENT AGREEMENT This Employment Agreement ("Agreement") is entered into as of October 11, 2004, by and between American CareSource Holdings, Inc., a Delaware corporation (the "Company"), a wholly-owned subsidiary of Patient Infosystems, Inc, and...Employment Agreement • July 27th, 2005 • American Caresource Holdings, Inc. • Services-misc health & allied services, nec • Texas
ContractSecurity Agreement • August 5th, 2014 • American Caresource Holdings, Inc. • Services-misc health & allied services, nec • Iowa
LOGO] Wells Fargo Bank, National Association Personal Guaranty Wells Fargo Bank, National Association American CareSource Holdings, Inc. 666 Walnut Street, PO Box 837 8080 Tristar Drive, Suite 100 Des Moines, Iowa 50304-0837 Irving, TX 75063 (the...Personal Guaranty • January 6th, 2006 • American Caresource Holdings, Inc. • Services-misc health & allied services, nec
EMPLOYMENT AGREEMENTEmployment Agreement • March 9th, 2012 • American Caresource Holdings, Inc. • Services-misc health & allied services, nec • Texas
This Employment Agreement (“Agreement”) is entered into as of April 29, 2011, by and between American CareSource Holdings, Inc., a Delaware corporation (the “Company”), and William J. Simpson, Jr. (“Employee”).
American CareSource Holdings, Inc. Confidential Materials Omitted and Filed Separately with the Securities and Exchange Commission Confidential Portions denoted by [***] [Logo of HealthSmartsm Preferred Care, Inc.] American CareSource Client AgreementClient Agreement • November 12th, 2010 • American Caresource Holdings, Inc. • Services-misc health & allied services, nec • Texas
THIS AGREEMENT is made and entered into effective as of August 1, 2002, by and between American CareSource Corporation (hereinafter “ACS”) an Indiana corporation with its corporate office located at 8080 Tristar Drive, Suite 100, Irving, TX 75063, and HealthSmart Preferred Care, Inc. (hereinafter “HEALTHSMART”), a Texas corporation located at 2002 W. Loop 289, Suite 103, Lubbock, TX 79407.
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • June 30th, 2014 • American Caresource Holdings, Inc. • Services-misc health & allied services, nec • Delaware
This Indemnification Agreement, dated as of [•] (this “Agreement”), is entered into by and between American Caresource Holdings, Inc., a Delaware corporation (the “Company”), and [•] (the “Indemnitee”).
Wells Fargo Bank, National Association Credit AgreementCredit Agreement • December 9th, 2014 • American Caresource Holdings, Inc. • Services-misc health & allied services, nec • Iowa
THIS CREDIT AGREEMENT (this “Agreement”) is entered into as of December 4, 2014, by and between AMERICAN CARESOURCE HOLDINGS, INC., a Delaware corporation (“Borrower”), and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Bank”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • September 18th, 2014 • American Caresource Holdings, Inc. • Services-misc health & allied services, nec • Delaware
THIS STOCK PURCHASE AGREEMENT (this "Agreement") is entered into as of September 12, 2014 (the "Closing Date") by and between JASON C. JUNKINS, M.D., an individual resident of the State of Alabama ("Seller"), and ACSH URGENT CARE HOLDINGS, LLC, a Delaware limited liability company ("Buyer").
Employment Agreement Maria BakerEmployment Agreement • May 15th, 2007 • American Caresource Holdings, Inc. • Services-misc health & allied services, nec
EQUITY PURCHASE AGREEMENTEquity Purchase Agreement • May 16th, 2016 • American CareSource Holdings, Inc. • Services-misc health & allied services, nec • Virginia
THIS EQUITY PURCHASE AGREEMENT (this “Agreement”) is effective as of April 1, 2016 (the “Effective Date”) by and among ACSH URGENT CARE HOLDINGS, LLC, a Delaware limited liability company (“Urgent Holdings”), ASCH PRIMARY CARE HOLDINGS, LLC, a Delaware limited liability company (“Primary Holdings” and together with Urgent Holdings, collectively, “Sellers”), URGEMEDICAL GROUP INC., a Virginia corporation (“Buyer”), and PAYAM HERISCHI (“Guarantor”).
AMENDMENT TO LOAN DOCUMENTSLoan Agreement • October 22nd, 2015 • American CareSource Holdings, Inc. • Services-misc health & allied services, nec
THIS AMENDMENT TO LOAN DOCUMENTS (“Amendment”) is entered into as of the 8th day of January, 2015, by and between AMERICAN CARESOURCE HOLDINGS, INC. (“Borrower”); ACSH SERVICE CENTER, LLC, ACSH PRIMARY CARE HOLDINGS, LLC, ACSH PRIMARY CARE OF FLORIDA, LLC, ACSH PRIMARY CARE OF GEORGIA, LLC, ACSH PRIMARY CARE OF VIRGINIA, LLC, ACSH URGENT CARE HOLDINGS, LLC, ACSH URGENT CARE OF FLORIDA, LLC, ACSH URGENT CARE OF GEORGIA, LLC, ACSH URGENT CARE OF VIRGINIA, LLC, ACSH URGENT CARE OF ALABAMA, LLC (“Third Party Obligors”); and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Bank”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • June 18th, 2014 • American Caresource Holdings, Inc. • Services-misc health & allied services, nec • Florida
THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is entered into as of June 12, 2014 (the “Effective Date”) by and among BAY WALK-IN CLINIC, INC., a Florida corporation (“Seller”), SHARON E. STONE, an individual resident of the State of Florida (“Owner” and together with Seller, collectively, “Seller Parties.”) and ACSH URGENT CARE OF FLORIDA, LLC, a Florida limited liability company (“Buyer”).
FORM OF INTER-CREDITOR AGREEMENT AMERICAN CARESOURCE HOLDINGS, INC.Inter-Creditor Agreement • August 5th, 2014 • American Caresource Holdings, Inc. • Services-misc health & allied services, nec • Iowa
This creditor agreement (“Agreement”) is made this 30th day of July, 2014 between American CareSource Holdings, Inc., a Delaware corporation (the “Borrower” or the “Company”); John Pappajohn, Mark Oman, Edward Scanlon, Peter Unanue, Dr. Richard Turner, Matthew P. Kinley, and Matthew Thompson (each individually, a “Guarantor” and collectively, the “Guarantors”). The Guarantors are guarantors of indebtedness under a credit agreement and related documents between the Borrower and Wells Fargo Bank, N.A. (the “Bank”), dated July 30, 2014, and as the same may be amended from time to time (hereafter the “Note”) in the total amount of five million dollars ($5,000,000), as explained hereafter.
MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • November 4th, 2014 • American Caresource Holdings, Inc. • Services-misc health & allied services, nec • Georgia
THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”) is entered into as of October 29, 2014 (the “Effective Date”), by and among THINH D. NGUYEN, M.D. (“Dr. Nguyen”) and HAN C. PHAN, each an individual resident of the State of Georgia (collectively, “Sellers”), and ACSH URGENT CARE OF GEORGIA, LLC, a Georgia limited liability company (“Buyer”).
ContractAncillary Care Services Network Access Agreement • March 31st, 2009 • American Caresource Holdings, Inc. • Services-misc health & allied services, nec • Delaware
ANCILLARY CARE SERVICES NETWORK ACCESS AGREEMENTAncillary Care Services Network Access Agreement • July 8th, 2011 • American Caresource Holdings, Inc. • Services-misc health & allied services, nec • Delaware
This Ancillary Care Services Network Access Agreement (the “Agreement”), dated as of July 2, 2007, by and between American CareSource Holdings, Inc. d/b/a Ancillary Care Services, Inc. (“ ACS “), and Texas True Choice, Inc. and its subsidiaries set forth on Schedule A attached hereto, which may be updated from time to time (collectively, the “ Client “) shall be effective as of May 21, 2007, the “ Effective Date “.
Wells Fargo Bank, National Association Second Amendment to Credit AgreementCredit Agreement • October 22nd, 2015 • American CareSource Holdings, Inc. • Services-misc health & allied services, nec
THIS SECOND AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is entered into as of July 6, 2015, by and between AMERICAN CARESOURCE HOLDINGS, INC., a Delaware corporation (“Borrower”), and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Bank”).
SUBSCRIPTION AGREEMENTSubscription Agreement • May 9th, 2014 • American Caresource Holdings, Inc. • Services-misc health & allied services, nec • New York
This Subscription Agreement (this “Agreement”) is being delivered to the purchaser identified on the signature page to this Agreement (the “Subscriber”) in connection with its investment in American CareSource Holdings, Inc., a Delaware corporation (the “Company”). The Company is conducting a private placement of up to $2,000,000 in value of shares (the “Shares” or the “Securities”) of the Company’s common stock, par value $0.01 per share (the “Common Stock”) at a purchase price of $2.00 per Share (the “Offering”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • August 6th, 2015 • American CareSource Holdings, Inc. • Services-misc health & allied services, nec • North Carolina
THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is entered into as of July 31, 2015 (the “Effective Date”) by and among MEDAC HEALTH SERVICES, P.A., a North Carolina professional corporation (“Seller”), the shareholders of Seller listed on the signature page to this Agreement (“Shareholders” and together with Seller, “Seller Parties”), KEVIN E. POTTS, MD, (in his capacity as a Shareholder, “Dr. Potts” and in his capacity as attorney-in-fact of Seller Parties, “Seller Representative”), and ACSH MEDICAL MANAGEMENT, LLC, a Delaware limited liability company (“Buyer”).
CONSULTING SERVICES AGREEMENTConsulting Services Agreement • December 24th, 2014 • American CareSource Holdings, Inc. • Services-misc health & allied services, nec • Georgia
This CONSULTING SERVICES AGREEMENT (the “Agreement”) is made as of the 31st day of December, 2014, by and between Matthew Thompson, an individual (“Consultant”), and American CareSource Holdings, Inc., a Delaware Corporation (“Client”).
EX-10.1 2 – Employment Agreement Exhibit February 20, 2015 Bob Frye, CPA Atlanta, GA Dear Bob,Employment Agreement • February 25th, 2015 • American CareSource Holdings, Inc. • Services-misc health & allied services, nec
On behalf of ACSH, I am pleased to present this offer of employment as Controller, reporting directly to the Anthony Levinson, CFO. This is a full-time exempt position, and you will be compensated with an annual salary of $130,000 less applicable legal deductions, payable in accordance with the regular payroll practices of the Company. Thereafter, annual performance and compensation reviews will take place in accordance with Company policy. This offer is contingent upon successful results of your pre-employment drug screening and satisfactory reference check and background investigation. Your first day of employment will be by mutual agreement between you and Anthony Levinson.
American CareSource Holdings, Inc. Confidential Materials Omitted and Filed Separately with the Securities and Exchange Commission Confidential Portions denoted by [***] [Logo of HealthSmartsm Preferred Care, Inc.] American CareSource Client AgreementClient Agreement • July 8th, 2011 • American Caresource Holdings, Inc. • Services-misc health & allied services, nec • Texas
THIS AGREEMENT is made and entered into effective as of August 1, 2002, by and between American CareSource Corporation (hereinafter “ACS”) an Indiana corporation with its corporate office located at 8080 Tristar Drive, Suite 100, Irving, TX 75063, and HealthSmart Preferred Care, Inc. (hereinafter “HEALTHSMART”), a Texas corporation located at 2002 W. Loop 289, Suite 103, Lubbock, TX 79407.
August 9, 2005 To: John Pappajohn, Derace Schaffer and Matthew P. Kinley (the "Facility Guarantors") Re: American CareSource Holdings, Inc., a Delaware corporation (the "Company") Revolving Credit Facility Gentlemen: Wells Fargo Bank, National...Revolving Credit Facility • September 14th, 2005 • American Caresource Holdings, Inc. • Services-misc health & allied services, nec
Wells Fargo Bank, National Association (the "Bank") has agreed to extend a $4,000,000.00 revolving credit facility (the "Revolving Facility") to American CareSource Holdings, Inc., a Delaware corporation (the "Company") subject to the conditions set forth in the Second Addendum to Credit Agreement between the Bank and the Company, dated August 9, 2005.
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • January 5th, 2015 • American CareSource Holdings, Inc. • Services-misc health & allied services, nec • Virginia
THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is entered into as of December 29, 2014 (the “Effective Date”) by and among STAT MEDICAL CARE, P.C., a Virginia professional corporation (d/b/a Fair Lakes Urgent Care Center), WILLIAM AND TERESA MEDICAL CARE, INC., a Virginia corporation (d/b/a Virginia Gateway Urgent Care Center) (collectively, “Sellers”), CHARLES I. OKORIE, M.D., an individual resident of the State of Virginia (“Owner” and together with Sellers, collectively, “Seller Parties”) and ACSH URGENT CARE OF VIRGINIA, LLC, a Virginia limited liability company (“Buyer”).
STEVEN J. ARMOND EMPLOYMENT AGREEMENTEmployment Agreement • November 13th, 2007 • American Caresource Holdings, Inc. • Services-misc health & allied services, nec • Texas
This Employment Agreement (“Agreement”) is entered into as of October 12, 2007, by and between American CareSource Holdings, Inc., a Delaware corporation (the “Company”), and Steven J. Armond (“Employee”).
SECURITY AND INTER-CREDITOR CLARIFICATION AGREEMENTSecurity and Inter-Creditor Clarification Agreement • October 22nd, 2015 • American CareSource Holdings, Inc. • Services-misc health & allied services, nec
This SECURITY AND INTER-CREDITOR CLARIFICATION (this “Agreement”) is made as of August, 12, 2015, by and among: (a) American CareSource Holdings, Inc., a Delaware corporation (“Borrower”); (b) the direct or indirect, wholly-owned subsidiaries of Borrower executing below (each individually, a “Subsidiary” and all collectively, the “Subsidiaries”); (c) John Pappajohn, Mark Oman, and Bruce Rastetter (each individually, an “Applicable Guarantor” and collectively, the “Applicable Guarantors”); and (d) Equity Dynamics, Inc., a Iowa corporation (“EDI”), solely as the current Collateral Agent under, and as defined in, that certain Security and Inter-Creditor Agreement, dated December 4, 2014 (the “Inter-Creditor Agreement”). Capitalized terms used herein without definition shall have the meanings ascribed in the Inter-Creditor Agreement.
ContractSecured Promissory Note • June 6th, 2016 • American CareSource Holdings, Inc. • Services-misc health & allied services, nec • Delaware
THIS NOTE AND ANY SECURITIES ISSUABLE UPON THE PAYMENT HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR AN EXEMPTION THEREFROM. THE ISSUER OF THESE SECURITIES MAY REQUIRE AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION OTHERWISE COMPLIES WITH THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS.
Wells Fargo Bank, National Association Credit AgreementCredit Agreement • May 13th, 2005 • American Caresouce Holdings, Inc. • Services-misc health & allied services, nec • Iowa
THIS CREDIT AGREEMENT (the "Agreement") dated as of December 1, 2004 (the "Effective Date") is between Wells Fargo Bank, National Association (the "Bank") and American CareSource Holdings, Inc. (the "Borrower").
