SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 24th, 2024 • Nutex Health, Inc. • Services-business services, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 22, 2024, between Nutex Health Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 18th, 2022 • Nutex Health, Inc. • Services-business services, nec • Illinois
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of November 14, 2022, is made by and between NUTEX HEALTH INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
PURCHASE AGREEMENTPurchase Agreement • November 18th, 2022 • Nutex Health, Inc. • Services-business services, nec • Illinois
THIS PURCHASE AGREEMENT (the “Agreement”), dated effective as of November 14, 2022, is made by and between NUTEX HEALTH INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”). Capitalized terms used herein and not otherwise defined herein are defined in Section 1 hereof.
BOARD OF DIRECTORS AGREEMENTBoard of Directors Agreement • April 26th, 2022 • Nutex Health, Inc. • Services-business services, nec • Delaware
This Board of Directors Agreement (“Agreement”) is made effective as April 20, 2022, by and between Nutex Health, Inc., with its principal place of business at 6030 S Rice Ave., Suite C, Houston, TX 77081 (the “Company”) and ___________, with an address at ____________________________ (“Director”), provides for director services, according to the following terms and conditions:
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • January 24th, 2024 • Nutex Health, Inc. • Services-business services, nec • New York
Employment AgreementEmployment Agreement • April 4th, 2022 • Nutex Health, Inc. • Services-business services, nec • Texas
This Employment Agreement (the "Agreement") is made and entered into as of April 1, 2022, by and between Thomas T. Vo (the "Executive") and Clinigence Holdings, Inc., a Delaware corporation (to be renamed Nutex Health Inc.) (the "Company").
FORM OF EMPLOYMENT AGREEMENTEmployment Agreement • April 4th, 2022 • Nutex Health, Inc. • Services-business services, nec • Texas
This Employment Agreement (the "Agreement") is made and entered into as of April 1, 2022, by and between Warren Hosseinion, M.D. (the "Executive") and Clinigence Holdings, Inc., a Delaware corporation (to be renamed Nutex Health Inc.) (the "Company").
COMMON STOCK PURCHASE WARRANT NUTEX HEALTH INC.Common Stock Purchase Warrant • January 24th, 2024 • Nutex Health, Inc. • Services-business services, nec • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Issue Date (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on January [●], 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Nutex Health Inc., a Delaware corporation (the “Company”), up to [●] shares of common stock, par value, $0.001 per share (“Common Stock”), of the Company (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price per share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
PRE-PAID ADVANCE AGREEMENTPre-Paid Advance Agreement • April 12th, 2023 • Nutex Health, Inc. • Services-business services, nec • New York
THIS PRE-PAID ADVANCE AGREEMENT (this “Agreement”) dated as of April 11, 2023 is made by and between YA II PN, LTD., a Cayman Islands exempt limited partnership (the “Investor”), and NUTEX HEALTH INC., a company incorporated under the laws of the State of Delaware (the “Company”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 29th, 2024 • Nutex Health, Inc. • Services-business services, nec • Texas
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of September 9, 2022, by and between Nutex Health, Inc., a Delaware corporation (the “Company”), and Michael Chang, M.D., (the “Employee”), each individually a “party” and collectively the “Parties,” to become effective as of the date hereof (the “Effective Date”). For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:
BUSINESS ADVISORY AGREEMENTBusiness Advisory Agreement • June 11th, 2010 • iGambit, Inc. • Services-business services, nec • Florida
Mature Hospitals) Contribution Agreement By And Among Nutex Health Holdco LLC, The Owners Listed on the Signature Pages Attached Hereto and The Owners’ Representative November 23, 2021Contribution Agreement • August 22nd, 2022 • Nutex Health, Inc. • Services-business services, nec • Texas
iGambit Inc. AMENDED December 31, 20062006 Long-Term Incentive Plan • September 30th, 2022 • Nutex Health, Inc. • Services-business services, nec
AGREEMENT AND PLAN OF MERGER BY AND AMONG CLINIGENCE HOLDINGS, INC., IGAMBIT, INC., HEALTHDATIX, INC. AND JOHN SALERNO August 8, 2019 AGREEMENT AND PLAN OF MERGERMerger Agreement • November 4th, 2019 • iGambit, Inc. • Services-business services, nec • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made as of August 8, 2019 (the “Signing Date”) by and among Clinigence Holdings, Inc., a Delaware corporation (“Clinigence”), iGambit, Inc., a Delaware corporation (“iGambit”), HealthDatix, Inc., a Delaware corporation and wholly owned subsidiary of iGambit (“Merger Sub”), and John Salerno, an individual and holder of iGambit shares constituting a majority of the votes eligible to be cast by all of the stockholders of iGambit (the “Signing Stockholder”).
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • January 7th, 2013 • iGambit, Inc. • Services-business services, nec • New York
STOCK PURCHASE AGREEMENTStock Purchase Agreement • November 10th, 2015 • iGambit, Inc. • Services-business services, nec • New York
ASSET PURCHASE AGREEMENT AND PLAN OF REORGANIZATIONAsset Purchase Agreement • December 31st, 2009 • iGambit, Inc. • New York
THIS ASSET PURCHASE AGREEMENT AND PLAN OF REORGANIZATION (“Agreement”), dated as of September 30, 2009 is by and between JEKYLL ISLAND VENTURES INC. , a New York corporation, doing business as Gotham Photo Company, the “Seller”), and GOTHAM INNOVATION LAB INC., a New York corporation (“Purchaser”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 29th, 2024 • Nutex Health, Inc. • Services-business services, nec • Florida
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of October 29, 2019, by and between Clinigence Holdings, Inc., a Delaware corporation (the “Company”), and Elisa Luqman (the “Employee” and together with the Company referred to as the “Parties”) to become effective as of the date hereof (the “Effective Date”). For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:
Lincoln Park Capital Fund, LLCPurchase Agreement • April 12th, 2023 • Nutex Health, Inc. • Services-business services, nec
Reference is made to the Purchase Agreement (the “Lincoln Park Equity Line”), dated effective as of November 14, 2022, by and between Nutex Health Inc., a Delaware corporation (the “Company”), and Lincoln Park Capital Fund, LLC, an Illinois limited liability company (“LPCF”). Capitalized terms used herein and not otherwise defined herein shall have the meaning assigned to them in the Lincoln Park Equity Line.
MANAGEMENT SERVICES AGREEMENTManagement Services Agreement • March 2nd, 2021 • Clinigence Holdings, Inc. • Services-business services, nec • Delaware
THIS MANAGEMENT SERVICES AGREEMENT (this “Agreement”), dated as of February 25, 2021 (the “Effective Date”), is by and between AHP Management, Inc. a California corporation (“Manager”), and Associated Hispanic Physicians of Southern California, a California professional corporation (“Practice”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG NUTEX HEALTH HOLDCO LLC, CLINIGENCE HOLDINGS, INC., NUTEX ACQUISITION LLC,Merger Agreement • November 24th, 2021 • Clinigence Holdings, Inc. • Services-business services, nec • Delaware
This AGREEMENT AND PLAN OF MERGER is made as of November 23, 2021 (the “Signing Date”), by and among Nutex Health Holdco LLC, a Delaware limited liability company (“Nutex”), Clinigence Holdings, Inc., a Delaware corporation (“Parent”), Nutex Acquisition LLC, a Delaware limited liability company and wholly owned subsidiary of Parent (“Merger Sub”), Micro Hospital Holding LLC, a Texas limited liability company (“MHH”), solely for the purposes of certain Sections in Article IV, Section 12.15 and the Sections related thereto, Nutex Health LLC, a Texas limited liability company (“NH”), solely for the purposes of Section 4.18 and the Sections related thereto, and Thomas T. Vo, in his capacity as the Nutex Representative (as hereinafter defined). Each of Nutex, Parent and Merger Sub may be referred to herein individually as a “Party” and collectively as the “Parties”.
AGREEMENT AND PLAN OF MERGERMerger Agreement • October 21st, 2021 • Clinigence Holdings, Inc. • Services-business services, nec • Delaware
This Agreement and Plan of Merger (“Agreement”) is dated and effective as of October 1, 2021 (the “Effective Date”), by and by and between Clinigence Holdings, Inc., a Delaware corporation (“Parent”), Clinigence Procare Health Inc, a Delaware corporation (“Merger Sub”), Procare Health, Inc., a California corporation (“Company”), Anh Nguyen (“Majority Stockholder”), and Tram Nguyen (“Minority Stockholder” and together with Majority Stockholder, the “Stockholders”). Capitalized terms that are used in this Agreement but not otherwise defined elsewhere in this Agreement have the meanings specified in Section 11.1.
RESCISSION AGREEMENTRescission Agreement • April 12th, 2013 • iGambit, Inc. • Services-business services, nec • Connecticut
EMPLOYMENT AGREEMENTEmployment Agreement • October 21st, 2021 • Clinigence Holdings, Inc. • Services-business services, nec • Florida
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of October 1, 2021 by and between Procare Health, Inc., a California corporation (the “Company”), and Anh Nguyen (the “Employee” and together with the Company referred to as the “Parties”) to become effective as of the date hereof (the “Effective Date”). For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • November 12th, 2015 • iGambit, Inc. • Services-business services, nec • New York
ADDENDUM TO EMPLOYMENT AGREEMENTEmployment Agreement • February 9th, 2024 • Nutex Health, Inc. • Services-business services, nec
THIS ADDENDUM TO EMPLOYMENT AGREEMENT (this “Addendum”) made and entered into on February 8, 2024, by and between Nutex Health, Inc., a Delaware corporation (the “Company”), and Thomas T. Vo (the “Executive” and together with the Company referred to as the “Parties”) modifies the existing Employment Agreement between the Parties dated April 1, 2022 (the “Employment Agreement”).
EXECUTIVE EMPLOYMENT AND NON-COMPETITION AGREEMENTExecutive Employment and Non-Competition Agreement • June 11th, 2010 • iGambit, Inc. • Services-business services, nec • Maryland
THIS EMPLOYMENT AND NON-COMPETITION AGREEMENT (the “Agreement”), is entered into by and between Digi-Data Corporation (the “Company”), and Elisa Salerno (the “Executive”).
CONSTRUCTION LOAN AGREEMENTConstruction Loan Agreement • August 22nd, 2022 • Nutex Health, Inc. • Services-business services, nec
THIS CONSTRUCTION LOAN AGREEMENT ("Loan Agreement"), dated as of —, by and between — ("Lender"), — ("Borrower"), and THOMAS VO, M.D., an individual, —* all having a partnership business address of 6030 S. Rice Ave., Ste. C, Houston, Texas 77081 (collectively, "Guarantor").
ASSET AND STOCK PURCHASE AGREEMENTAsset and Stock Purchase Agreement • January 7th, 2013 • iGambit, Inc. • Services-business services, nec • New York
LETTER OF AGREEMENT BETWEEN DIGI-DATA CORPORATION AND IGAMBIT INC.Letter of Agreement • June 11th, 2010 • iGambit, Inc. • Services-business services, nec
This Letter of Agreement (LOA) records the understanding between Digi-Data Corporation (Digi-Data), and iGambit Inc. (iGambit), who have agreed to engage the consulting services of Phil Clarke (Clarke) and G.L.D. Investments/Advisors (GLD), as business development professionals (the “Services”) and have further agreed to share the costs and expenses associated with the Services (the “Costs”), the details of which appear below.
UNCONDITIONAL AND CONTINUING GUARANTYUnconditional and Continuing Guaranty • January 7th, 2013 • iGambit, Inc. • Services-business services, nec • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 1st, 2021 • Clinigence Holdings, Inc. • Services-business services, nec • Delaware
This Securities Purchase Agreement (this “Agreement”) is dated as of September 21, 2021 (the “Effective Date”), between Clinigence Holdings, Inc., a Delaware corporation, (the “Company”) and Apollo Medical Holdings, Inc., a Delaware corporation or its designated Affiliate (the “Purchaser”). The Company and the Purchaser may be referred to individually, as a “Party” and collectively, as the “Parties.”
SUBSCRIPTION AGREEMENTSubscription Agreement • January 31st, 2017 • iGambit, Inc. • Services-business services, nec
CONFIDENTIAL CLINIGENCE HOLDINGS, INC. SUBSCRIPTION AGREEMENT November 19, 2019Subscription Agreement • November 22nd, 2019 • Clinigence Holdings, Inc. • Services-business services, nec
THE SECURITIES OFFERED HEREBY ARE BEING OFFERED ONLY TO “ACCREDITED INVESTORS,” AS SUCH TERM IS DEFINED IN RULE 501 UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). SEE “PLAN OF DISTRIBUTION – INVESTOR SUITABILITY REQUIREMENTS.”
Clinigence Holdings, Inc. Pro Forma Condensed Combined Financial Statements (Unaudited)Contribution Agreement • November 4th, 2019 • iGambit, Inc. • Services-business services, nec
On March 1, 2019, the Company entered into a Contribution Agreement by and among Clinigence Holdings, Inc. (“Holdings”), Qualmetrix, Inc., and the Members of Clinigence, LLC (“Agreement”) whereby Clinigence Holdings, Inc. acquired all of the assets and operations and assumed all of the liabilities of Qualmetrix, Inc. The Company acquired QMX to further its SAAS-based offerings to its customers and expand into new markets. The goodwill is derived largely from the expected growth of the Company, as well as synergies and economies of scale expected from combining the operations of QMX with the Company. Pursuant to the Agreement, all of the outstanding Series A and Series B Preferred Stock and Common Stock of Qualmetrix, Inc. totaling 34,726,659 shares were exchanged for 5,021,951 common shares of Clinigence Holdings, Inc. All outstanding shares of Qualmetrix, Inc. immediately preceding the exchange were treated as one class. On the date of the transaction, the shares of common stock issue
