Clinigence Holdings, Inc. Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration 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”).

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PURCHASE AGREEMENT
Purchase 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.

Clinigence Holdings, Inc. Pro Forma Condensed Combined Financial Statements (Unaudited)
iGambit, Inc. • November 4th, 2019 • 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

COMMON STOCK PURCHASE WARRANT NUTEX HEALTH INC.
Nutex Health, Inc. • January 24th, 2024 • 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).

BOARD OF DIRECTORS AGREEMENT
Board 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 AGREEMENT
Placement Agency Agreement • January 24th, 2024 • Nutex Health, Inc. • Services-business services, nec • New York
Employment Agreement
Employment 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").

EMPLOYMENT AGREEMENT
Employment 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 AGREEMENT
Business Advisory Agreement • June 11th, 2010 • iGambit, Inc. • Services-business services, nec • Florida
SECURITIES PURCHASE AGREEMENT
Securities 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”).

PRE-PAID ADVANCE AGREEMENT
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”).

iGambit Inc. AMENDED December 31, 2006
Nutex Health, Inc. • September 30th, 2022 • 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 MERGER
Agreement and Plan of Merger • 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 AGREEMENT
Pledge and Security Agreement • January 7th, 2013 • iGambit, Inc. • Services-business services, nec • New York
FORM OF EMPLOYMENT AGREEMENT
Form of Employment 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").

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • November 10th, 2015 • iGambit, Inc. • Services-business services, nec • New York
ASSET PURCHASE AGREEMENT AND PLAN OF REORGANIZATION
Asset Purchase Agreement and Plan of Reorganization • 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 AGREEMENT
Employment 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, LLC
Nutex Health, Inc. • April 12th, 2023 • 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 AGREEMENT
Management 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,
Agreement and Plan of Merger • 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”.

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AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • 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 AGREEMENT
Rescission Agreement • April 12th, 2013 • iGambit, Inc. • Services-business services, nec • Connecticut
EMPLOYMENT AGREEMENT
Employment 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 AGREEMENT
Assignment and Assumption Agreement • November 12th, 2015 • iGambit, Inc. • Services-business services, nec • New York
ADDENDUM TO EMPLOYMENT AGREEMENT
Employment 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 AGREEMENT
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 AGREEMENT
Construction 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 AGREEMENT
Asset 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 GUARANTY
Unconditional and Continuing Guaranty • January 7th, 2013 • iGambit, Inc. • Services-business services, nec • New York
SECURITIES PURCHASE AGREEMENT
Securities 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 AGREEMENT
Subscription  agreement • January 31st, 2017 • iGambit, Inc. • Services-business services, nec
CONFIDENTIAL CLINIGENCE HOLDINGS, INC. SUBSCRIPTION AGREEMENT November 19, 2019
Subscription 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.”

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