Piper Acquisition II, Inc. Sample Contracts

PIPER ACQUISITION II, INC. FORM OF 10% CONVERTIBLE NOTE
Piper Acquisition II, Inc. • May 16th, 2011 • California

This Note has been entered into pursuant to the terms of a Subscription Agreement among the Company and the holders of the Company Notes (as defined below), dated _____ __, 2010 (the “Agreement”), and shall be governed by the terms of such Agreement. Unless otherwise separately defined herein, all capitalized terms used in this Note shall have the same meaning as is set forth in the Agreement or the Confidential Private Placement Memorandum, dated November 16, 2009 (“Memorandum”, and collectively with the Agreement, the “Transaction Documents”).

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HYGEA HEALTH HOLDING, INC. SENIOR EXECUTIVE EMPLOYMENT AGREEMENT
Senior Executive Employment Agreement • October 13th, 2011 • Piper Acquisition II, Inc. • Services-offices & clinics of doctors of medicine • Florida

THIS EMPLOYMENT AGREEMENT (this "Agreement") is made and effective as of October, 1, 2009 between HYGEA HEALTH HOLDING, INC., a Florida corporation ("Hygea" or the "Company"), and Edward Moffly ("You").

CITRUS HEALTH CARE, INC. GLOBAL CAPITATION AGREEMENT
Global Capitation Agreement • October 13th, 2011 • Piper Acquisition II, Inc. • Services-offices & clinics of doctors of medicine • Florida

This Global Capitation Agreement (the "Agreement ) is made and entered into this 1'1 day of October, 2007 by and between Citrus Health Care, inc., a Florida corporation (Plan ), and The MED Family, LLC, (Group) ) whose affiliated Physicians/PrOviders are listed in Attachment D which is attached hereto and incorporated herein by reference.

SHARE EXCHANGE AGREEMENT
Share Exchange Agreement • October 13th, 2011 • Piper Acquisition II, Inc. • Services-offices & clinics of doctors of medicine • California

PIPER ACQUISITION II, INC. , a corporation formed pursuant to the laws of the State of Nevada and having an office for business at 2901 W. Coast Highway, 3 rd Floor, Newport Beach, California 92663. (“Piper”)

CAREPLUS HEALTH PLANS, INC. NETWORK AGREEMENT
Network Agreement • October 13th, 2011 • Piper Acquisition II, Inc. • Services-offices & clinics of doctors of medicine • Florida

This Network Agreement ("Agreement") is made and entered into on this 29th day of July 2008 by and between CarePlus Health Plans, Inc. ("Plan"), and Palm Medical Network, LLC ("Network").

ASSIGNMENT AGREEMENT
Assignment Agreement • May 16th, 2011 • Piper Acquisition II, Inc.

THIS ASSIGNMENT AGREEMENT (this “Agreement”), entered into this 2nd day of May 2011, sets forth the arrangement between Nobis Capital Advisors, Inc. (“Nobis”) and Piper Acquisition II, Inc. (“Company”), with respect to consideration to which Nobis is entitled for assigning its interest in that certain Letter of Intent (“LOI”) entered with Hygea Health Holdings, Inc. (“Hygea”) dated May 20, 2010, as amended, under the terms and conditions set forth in this Agreement.

HYGEA HOLDINGS CORP. (f/k/a PIPER ACQUISITION II, INC.)
Hygea Holdings Corp. • December 21st, 2011 • Services-offices & clinics of doctors of medicine

This letter agreement may be executed in one or more counterparts. We hereby request that you execute this letter agreement below acknowledging and agreeing to the terms set forth herein.

HYGEA HOLDINGS CORP. SENIOR EXECUTIVE EMPLOYMENT AGREEMENT
Senior Executive Employment Agreement • October 13th, 2011 • Piper Acquisition II, Inc. • Services-offices & clinics of doctors of medicine • Florida

THIS EMPLOYMENT AGREEMENT (this "Agreement") is made as of June 1, 2011 (the "Execution Date") between HYGEA HOLDINGS CORP., a Nevada corporation ("Hygea" or the "Company"), and Dale Gibson ("You").

Network Risk Agreement with Palm Medical Network, LLC Effective January 1st, 2009
Network Risk Agreement • October 13th, 2011 • Piper Acquisition II, Inc. • Services-offices & clinics of doctors of medicine • Florida

This Network Risk Agreement ("Agreement") is made and entered into on this 2& day of 2008 by and between Preferred Care Partners, Inc., a Florida corporation ("Plan"), and Palm Medical Network, LLC, a Florida limited liability company ("Network").

HYGEA HOLDINGS CORP.
Hygea Holdings Corp. • February 6th, 2012 • Services-offices & clinics of doctors of medicine

Reference is hereby made your Senior Executive Employment Agreement effective October 1, 2009 (the “Agreement”). The parties hereby acknowledge that during the year ended December 31, 2010, the parties verbally agreed to increase Ms. Castillo’s Base Salary (as defined in the Agreement) for the year ended December 31, 2010 to $80,000. The purpose of this letter agreement is to acknowledge the verbal agreement between the parties providing that Ms. Castillo’s salary was $80,000 for the year ended December 31, 2010. Further, Ms Castillo hereby waives her right to all unpaid salary during the year ended December 31, 2011.

PRACTICE MANAGEMENT CONSULTING SERVICES AGREEMENT
Consulting Services Agreement • October 13th, 2011 • Piper Acquisition II, Inc. • Services-offices & clinics of doctors of medicine • Florida

WHEREAS, CLIENT wishes to retain ProMD to provide specific non-clinical consulting services to CLIENT as detailed below; and

NETWORK AGREEMENT BETWEEN PHYSICIANS UNITED PLAN, INC. AND PALM MEDICAL MSO, INC.
Network Agreement • October 13th, 2011 • Piper Acquisition II, Inc. • Services-offices & clinics of doctors of medicine • Florida

THIS NETWORK AGREEMENT ("Agreement") is made and entered into this January 1, 2009 (the "Effective Date") by and between Physicians United Plan, Inc. ("Health Plan"), and Palm Medical MSO, Inc. ("MSO").

PIPER ACQUISITION II, INC.
Piper Acquisition II, Inc. • May 16th, 2011

Reference is hereby made to the 10% convertible note (the “Note”) issued by the Company on [insert issuance date] to the undersigned (the “Investor”). The Note is convertible, at any time at the option of the Investor into shares of common stock of the Company at a conversion price of $0.11 per share. The Note bears interest at 10% per annum and matured in [insert date 12 months from issuance date] (the “Maturity Date”).

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