INDEMNIFICATION AGREEMENTIndemnification Agreement • June 10th, 2011 • ScripsAmerica, Inc. • Delaware
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of ________ __, 2011 between ScripsAmerica, Inc., a Delaware corporation (the “Company”), and _______________ (“Indemnitee”).
SCRIPSAMERICA, INC. INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • June 10th, 2011 • ScripsAmerica, Inc. • Delaware
THIS INVESTORS’ RIGHTS AGREEMENT (this “Agreement”) is made as of the 1st day of April, 2011, by and between ScripsAmerica, Inc., a Delaware corporation (the “Company”), and the investor listed on Schedule A hereto (the “Investor”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 7th, 2013 • ScripsAmerica, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November 4, 2013, by and between ScripsAmerica, Inc., a Delaware corporation (the “Company”), and Seaside 88, LP, a Florida limited partnership (such investor, including its successors and assigns, “Seaside”).
MANUFACTURING & SUPPLY AGREEMENTManufacturing & Supply Agreement • August 1st, 2014 • ScripsAmerica, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • Delaware
This SUPPLY AGREEMENT (this “Agreement”), dated as of March 11, 2014 (the “Effective Date”), is by and between [***] (“Supplier”), and SCRIPSAMERICA INC., a Delaware company (“SCRIPSAMERICA”).
SCRIPSAMERICA, INC. SERIES A PREFERRED STOCK PURCHASE AGREEMENTSeries a Preferred Stock Purchase Agreement • September 26th, 2011 • ScripsAmerica, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • Delaware
Page 1. Purchase and Sale of Preferred Stock 1 1.1. Sale and Issuance of Series A Preferred Stock 1 1.2. Closing; Delivery 1 1.3. Defined Terms Used in this Agreement 1 2. Representations and Warranties of the Company 3 2.1. Organization, Good Standing, Corporate Power and Qualification 3 2.2. Capitalization 3 2.3. Subsidiaries 4 2.4. Authorization 4 2.5. Valid Issuance of Shares 4 2.6. Governmental Consents and Filings 4 2.7. Litigation 5 2.8. Intellectual Property 5 2.9. Compliance with Other Instruments 5 2.10. Agreements; Actions 6 2.11. Certain Transactions 6 2.12. Rights of Registration and Voting Rights 7 2.13. Property 7 2.14. Financial Statements 7 2.15. Changes 7 2.16. Employee Matters 9 2.17. Tax Returns and Payments 10 2.18. Insurance 10 2.19. Employee Agreements 10 2.20. Permits 11 2.21. Corporate Documents 11 2.22. Environmental and Safety Laws 11 2.23. Disclosure 11 3. Representations and Warranties of the Purchaser 12 3.1. Authorization 12 3.2. Purchase Entirely for Own
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • December 10th, 2014 • ScripsAmerica, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • Oregon
This Loan and Security Agreement (this “Agreement”) is executed by and between Triumph Community Bank, N.A., dba Triumph Healthcare Finance, 10300 SW Greenburg Rd., Ste. 465, Portland, OR 97223 (“Lender”), and Main Avenue Pharmacy Inc, a New Jersey corporation (“Borrower”), effective as of December 8, 2014. Lender and Borrower hereby agree as follows:
PRODUCT DEVELOPMENT , MANUFACTURING AND SUPPLY AGREEMENT ACETAMINOPHEN ORALLY DISINTEGRATING TABLETS RAPID DISSOLVING TABLETS (IMMEDIATE RELEASE 80MG)Product Development, Manufacturing and Supply Agreement • June 10th, 2011 • ScripsAmerica, Inc. • Delaware
This PRODUCT DEVELOPMENT, MANUFACTURING AND SUPPLY AGREEMENT (“Agreement”) entered into as of this 1st day of March 2010 (“Effective Date”), between ScripsAmerica, Inc., a Delaware corporation located at 843 Persimmon Lane Langhorne PA 19047, (“ScripsAmerica”), and Marlex Pharmaceuticals, Inc., a Delaware Corporation, located at 50 McCullough Dr., New Castle, DE 19720(“Marlex”).
MANUFACTURING & SUPPLY AGREEMENTManufacturing Agreement • August 14th, 2014 • ScripsAmerica, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • Delaware
This SUPPLY AGREEMENT (this “Agreement”), dated as of March 11, 2014 (the “Effective Date”), is by and between LNK International Inc., a New York Corporation (“Supplier”), and SCRIPSAMERICA INC., a Delaware company (“SCRIPSAMERICA”).
SCRIPSAMERICA, INC. RESTRICTIVE COVENANTS AGREEMENTRestrictive Covenants Agreement • June 10th, 2011 • ScripsAmerica, Inc. • Delaware
THIS RESTRICTIVE COVENANTS AGREEMENT (hereinafter referred to as this “Agreement”), is made and entered into this 1st day of April, 2011, by and between ______________________ (hereafter referred to as “Recipient”) and SCRIPSAMERICA, INC., a Delaware corporation (hereafter referred to as the “Company”).
RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENTRight of First Refusal and Co-Sale Agreement • June 10th, 2011 • ScripsAmerica, Inc. • Delaware
THIS RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT (this “Agreement”) is made as of the 1st day of April, 2011 by and among ScripsAmerica, Inc., a Delaware corporation (the “Company”), the Investor listed on Schedule A and the Key Holders listed on Schedule B.
CANADA LICENSING AGREEMENTLicensing Agreement • April 15th, 2014 • ScripsAmerica, Inc. • Wholesale-drugs, proprietaries & druggists' sundries
This agreement (“Agreement”) is between GLOBAL PHARMA HUB (“Sub-Licensor”), a corporation doing business at 200 South Knowles Avenue, Winter Park, FL 32789 and SHEEN BOOM INVESTMENTS, LTD. a corporation doing business at 4703 Central Plaza, 18 Harbour Road, WanChai, Hong Kong, and JETSAW PHARMACEUTICAL, INC. a corporation doing business at U6 Saddlemead Way, Neucalgary, Alberta, T3J 4J5, collectively known as “Sub-licensees”, for a sub-license to market and distribute RapiMed products.
SERVICES AGREEMENTServices Agreement • June 10th, 2011 • ScripsAmerica, Inc. • Pennsylvania
This Services Agreement ("Agreement") is made between Clementi & Associates Ltd. And ScripsAmerica ("Customer"). The provisions of this Agreement shall apply to Services provided to Customer under this Agreement. When completed and executed by both parties, separate Ordering Documents shall specify the Services to be provided and Customer's payment obligation for such Services.
SERVICES AGREEMENTServices Agreement • August 24th, 2011 • ScripsAmerica, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • Pennsylvania
This Services Agreement ("Agreement") is made between Clementi & Associates Ltd. And ScripsAmerica ("Customer"). The provisions of this Agreement shall apply to Services provided to Customer under this Agreement. When completed and executed by both parties, separate Ordering Documents shall specify the Services to be provided and Customer's payment obligation for such Services.
PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT Between: SCRIPSAMERICA INC. And: THE UNDERSIGNED SUBSCRIBER SCRIPSAMERICA INC. Langhorne PA 19047Subscription Agreement • June 10th, 2011 • ScripsAmerica, Inc. • Delaware
To: ScripsAmerica Inc. (hereafter called the "Company" or the "Issuer"), a Delaware Corporation, with an address for notice and delivery at 843 Persimmon Lane, Langhorne PA 19047, United States.
AGREEMENTSettlement Agreement • April 15th, 2014 • ScripsAmerica, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • Delaware
THIS AGREEMENT ("Agreement"), is made this 6th day of September, 2013, by and between SCRIPSAMERICA, INC. ("Scrips") on the one hand and MARLEX PHARMACEUTICALS, INC. ("Marlex"), SARAV A. PATEL, and SAMIR PATEL (together, the "Patels") on the other.
Purchase AgreementPurchase Agreement • October 24th, 2013 • ScripsAmerica, Inc. • Wholesale-drugs, proprietaries & druggists' sundries
This Purchase Agreement (“Agreement”) is made as of the 30th day of September, 2013 by and among P.I.M.D. International, LLC (“Company”), its sole Member, Vanessa Gonzalez (“Seller”), and ScripsAmerica, Inc., (“Buyer”).
LOAN AGREEMENTLoan Agreement • August 22nd, 2012 • ScripsAmerica, Inc. • Wholesale-drugs, proprietaries & druggists' sundries
THIS LOAN AGREEMENT ("Agreement") is entered into as of August 15, 2012 by and between SCRIPSAMERICA, INC., a Delaware corporation ("Borrower), and DEVELOPMENT 72, LLC, a Delaware limited liability company ("Lender), by and between Lender and Borrower.
BUSINESS MANAGEMENT AGREEMENTBusiness Management Agreement • April 15th, 2014 • ScripsAmerica, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • New Jersey
MAIN AVENUE PHARMACY, INC., a New Jersey corporation with a business location at 1094 Main Avenue, Clifton, NJ 07011 (hereinafter “Pharmacy”);
SERVICE AGREEMENTService Agreement • August 24th, 2011 • ScripsAmerica, Inc. • Wholesale-drugs, proprietaries & druggists' sundries
AGREEMENTSubscription Agreement • October 17th, 2013 • ScripsAmerica, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • New York
THIS AGREEMENT (this “Agreement”) is made effective as of October 10, 2013 (the “Effective Date”), and is entered into by and between ScripsAmerica, Inc., a Delaware corporation (the “Company”), and GEM Global Yield Fund Limited, a company incorporated under the laws of the Cayman Islands (“Investor”).
MANAGEMENT REORGANIZATION AGREEMENTManagement Reorganization Agreement • July 6th, 2015 • ScripsAmerica, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • Delaware
This Management Reorganization Agreement, made as of this 29th day of June, 2015 by SCRIPSAMERICA, INC., a Delaware corporation having its principal place of business located at Corporate Office Center Tysons II, 1650 Tysons Boulevard, Suite 1580, Tyson Corner, VA 22102 (hereinafter “SCRIPS” or “Company”);
WORLDWIDE LICENSING AGREEMENTLicensing Agreement • April 15th, 2014 • ScripsAmerica, Inc. • Wholesale-drugs, proprietaries & druggists' sundries
This agreement (“Agreement”) is between SCRIPSAMERICA, INC. (“Licensor”), a corporation doing business at CORPORATE OFFICE CENTRE TYSONS IL 1650 TYSONS BOULEVARD, SUITE 1580, TYSONS CORNER, ZIP 22102 in the State of VIRGINIA and GLOBAL PHARMA HUB (“Licensee”), a corporation doing business at 200 SOUTH KNOWLES AVENUE, WINTER PARK, ZIP 32789 in the State of FLORIDA for a license to market and distribute RapiMed products.
SOURCING AND MARKETING AGREEMENTSourcing and Marketing Agreement • April 15th, 2014 • ScripsAmerica, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • Florida
This SOURCING AND MARKETING AGREEMENT (“Agreement”) is made this 5th day of March, 2014 and shall be effective as of December 1, 2013 (“Effective Date”), by and between P.I.M.D. International, LLC (“PIMD”) and ScripsAmerica, Inc. (“SCRIPS”). Each may be individually referred to as “Party” or jointly as the “Parties.”
SERVICE CONTRACT Artemis Strategies, LLC Scrips AmericaService Contract • August 24th, 2011 • ScripsAmerica, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • Virginia
This Service Contract (“Agreement”) is made this 1st day of April, 2011, between Artemis Strategies, LLC, (hereafter, "Artemis") a Virginia limited liability company with its principal place of business at 10 G Street, NE, Suite 601, Washington, D.C., 20002, and Scrips America, Inc., with its principal place of business at 77 McCullough Drive, Suite 7, New Castle Delaware, (hereafter collectively the “Client”), to provide consultant services commencing effective April 1, 2011 and expiring on September 30, 2011.
REGULATION S COMMON STOCK SUBSCRIPTION AGREEMENTRegulation S Common Stock Subscription Agreement • June 10th, 2011 • ScripsAmerica, Inc.
This Regulation S Common Stock Subscription Agreement (this “Agreement”) is executed in reliance upon the transaction exemption afforded by Regulation S (“Regulation S”) promulgated by the United States Securities and Exchange Commission (the “SEC”) under the Securities Act of 1933, as amended (“1933 Act”).
INDEPENDENT CONSULTING AGREEMENT BETWEEN LINCOLN ASSOCIATES, INC. AND SCRIPSAMERICAIndependent Consulting Agreement • August 24th, 2011 • ScripsAmerica, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • Delaware
THIS Independent Consulting Agreement (“Agreement”) is made and entered into effective this the 6th day of June 2011, by and between Lincoln Associates, Inc., hereinafter referred to as (the “Consultant”), with address being 9 Fernglen, The Woodlands, Texas 77380 and ScripsAmerica, hereinafter referred to as (the “Company”), a Delaware corporation with address being 843 Persimmon Lane Langhorne, PA 19047. The Consultant and the Company may be referred to collectively herein as (the “Parties”).
HOLDING COMPANY STRUCTURELetter of Intent • September 14th, 2012 • ScripsAmerica, Inc. • Wholesale-drugs, proprietaries & druggists' sundries
The current management of Marlex will remain the management of Marlex following the acquisition. At the present time, such management is employed on oral employment agreements. At Closing, the primary officers of Marlex shall be given Employment Agreements consistent with those given to the executives of ScripsAmerica, with the compensation and benefits to be subject to the Compensation Committee of the Board of Directors of ScripsAmerica, but which compensation and benefits shall also be consistent with that paid to executives of ScripsAmerica.
ContractLoan Agreement • November 17th, 2011 • ScripsAmerica, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • Pennsylvania
THIS NOTE is made in New Castle Delaware as of October 19, 2011, by ScripsAmerica Inc., a Delaware corporation (referred to herein, as the "Borrower"), and is payable to the order of Leon Hurst and Jim and Joanne Speers ("Lender") for Two Hundred and Fifty Thousand Dollars ($250,000,00).
INDEPENDENT CONSULTING AGREEMENTIndependent Consulting Agreement • August 24th, 2011 • ScripsAmerica, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • Delaware
THIS Independent Consulting Agreement ("Agreement") is made and entered into effective this the 4th day of June 2011, by and between Sarav Patel, hereinafter referred to as (the "Consultant"), with address being 50 McCullough Drive New Castle Delaware and ScripsAmerica, hereinafter referred to as (the "Company"), a Delaware corporation with address being 843 Persimmon Lane Langhorne, PA 19047. The Consultant and the Company may be referred to collectively herein as (the "Parties").
REGULATION S COMMON STOCK SUBSCRIPTION AGREEMENTRegulation S Common Stock Subscription Agreement • June 10th, 2011 • ScripsAmerica, Inc.
This Regulation S Common Stock Subscription Agreement (this “Agreement”) is executed in reliance upon the transaction exemption afforded by Regulation S (“Regulation S”) promulgated by the United States Securities and Exchange Commission (the “SEC”) under the Securities Act of 1933, as amended (“1933 Act”).
THIS MASTER AGREEMENT, made this 7th day of November, 2013 but retroactively effective as of November 1, 2013 by and between:Master Agreement • November 14th, 2013 • ScripsAmerica, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • Delaware
SCRIPSAMERICA, INC., a Delaware corporation having its principal office located at Tysons Corner Corporate Office II, 1650 Tysons Boulevard, Suite 1580, Tysons Corner, Virginia 22102 (hereinafter “ScripsAmerica”)
SETTLEMENT AGREEMENT (with Mutual General Release)Settlement Agreement • April 15th, 2014 • ScripsAmerica, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • New York
THIS SETTLEMENT AGREEMENT (this “Settlement Agreement”), made this 14th day of January 2014 and to be effective as of such date, by and among:
