NANTHEALTH, INC. [ ] Shares of Common Stock, par value $0.0001 per share Underwriting AgreementUnderwriting Agreement • May 24th, 2016 • Nant Health, LLC • Services-computer processing & data preparation • New York
NantHealth, Inc., a Delaware corporation (together with its predecessor entity, Nant Health, LLC, the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [ ] shares of common stock, par value $0.0001 per share (“Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional [ ] shares of Common Stock (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.
NANTHEALTH, INC. AND U.S. BANK NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of December 21, 2016 5.50% Convertible Senior Notes due 2021Indenture • December 21st, 2016 • NantHealth, Inc. • Services-computer processing & data preparation • New York
INDENTURE dated as of December 21, 2016 between NantHealth, Inc., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01) and U.S. Bank National Association, a national banking association organized under the laws of the United States of America, as trustee (the “Trustee,” as more fully set forth in Section 1.01).
OPEN MARKET SALE AGREEMENT1Open Market Sale Agreement • November 12th, 2021 • NantHealth, Inc. • Services-computer processing & data preparation • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 6th, 2016 • Nant Health, LLC • Services-computer processing & data preparation • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of the 25th day of October, 2012, by and among Nant iD, LLC, a Delaware limited liability company (the “Company”), Verizon Investments LLC, a Delaware limited liability company (“Verizon”), and NantWorks, LLC, a Delaware limited liability Company (“NantWorks” and, together with Verizon, the “Investors”).
SECOND AMENDED AND RESTATED NANTOMICS EXCLUSIVE RESELLER AGREEMENTExclusive Reseller Agreement • November 10th, 2016 • NantHealth, Inc. • Services-computer processing & data preparation • California
This Second Amended and Restated NantOmics Exclusive Reseller Agreement (this “Agreement”) is made as of September 20, 2016, with an effective date as of June 19, 2015 (the “Effective Date”), by and between NantOmics, LLC, a Delaware limited liability company (“NantOmics”), and NantHealth, Inc., a Delaware corporation (“NantHealth”). NantOmics and NantHealth are sometimes referred to herein as a “Party” and collectively as the “Parties.”
ASSET PURCHASE AGREEMENT Dated as of August 3, 2017 Between Allscripts Healthcare Solutions, Inc. and NantHealth, Inc.Asset Purchase Agreement • August 31st, 2017 • NantHealth, Inc. • Services-computer processing & data preparation • Delaware
ASSET PURCHASE AGREEMENT, dated as of August 3, 2017 (“Agreement”), between Allscripts Healthcare Solutions, Inc., a Delaware corporation (“Buyer”), and NantHealth, Inc., a Delaware corporation (“Seller”).
PUT AGREEMENTPut Agreement • May 23rd, 2016 • Nant Health, LLC • Services-computer processing & data preparation • Delaware
This PUT AGREEMENT (this “Agreement”) is made as of June 20, 2014 among Nant Health, LLC, a Delaware limited liability company (“Nant Health”), KHealth Holdings, Inc., a Delaware corporation (the “Company”), and the Kuwait Investment Office, being the London Office of the Kuwait Investment Authority, acting for and on behalf of the Government of the State of Kuwait (the “Seller”), the sole stockholder of the Company.
NantHealth License AgreementNanthealth License Agreement • June 1st, 2016 • Nant Health, LLC • Services-computer processing & data preparation • California
This NantHealth License Agreement (this “Agreement”) with an effective date of June 19, 2015 (the “Effective Date”) is by and between NantHealth, LLC, a Delaware limited liability company (“NantHealth”), on behalf of itself and its Subsidiaries, including eviti, Inc. (“eviti”), and NantOmics, LLC, a Delaware limited liability company (“Licensee”). The NantHealth and Licensee are sometimes referred to herein as a “Party” and collectively as the “Parties.”
AMENDED AND RESTATED MUTUAL LICENSE AND RESELLER AGREEMENTMutual License and Reseller Agreement • June 1st, 2016 • Nant Health, LLC • Services-computer processing & data preparation • New York
This Amended and Restated Mutual License and Reseller Agreement (this “Agreement”), effective as of June 26, 2015 (the “Effective Date”), is by and between Allscripts Healthcare, LLC, a North Carolina limited liability company, for itself and its Affiliates (“Allscripts”), and Nant Health, LLC, a Delaware limited liability company (“NantHealth”). Allscripts and NantHealth are sometimes referred to herein as a “Party” and collectively as the “Parties”.
SHARED SERVICES AGREEMENTShared Services Agreement • May 6th, 2016 • Nant Health, LLC • Services-computer processing & data preparation • Delaware
This SHARED SERVICES AGREEMENT (this “Agreement”), dated as of November 19, 2012, is by and between NantWorks, LLC, a Delaware limited liability company (“NantWorks”), and Nant Health, LLC, a Delaware limited liability company (the “Company”). Each of NantWorks and the Company is sometimes referred to as a “Party” and collectively are sometimes referred to as the “Parties.”
EXCHANGE AGREEMENTExchange Agreement • April 14th, 2021 • NantHealth, Inc. • Services-computer processing & data preparation • New York
This Exchange Agreement (this “Agreement”), dated as of April 13, 2021, is by and between NantHealth, Inc., a Delaware corporation (the “Company”), and the undersigned holders (the “Holders”) of certain of the Company’s 5.50% Convertible Senior Notes due December 15, 2021 (CUSIP 630104 AB3) (the “Notes”).
ASSIGNMENT AGREEMENTAssignment Agreement • July 11th, 2018 • NantHealth, Inc. • Services-computer processing & data preparation • Delaware
This Assignment Agreement (this “Agreement”), dated as of February 1, 2018 (the “Effective Date”), is between NantOmics, LLC (“NantOmics), a Delaware limited liability company, and NantHealth, Inc., a Delaware corporation (“NantHealth”). NantOmics and NantHealth are each sometimes referred to herein as a “Party” and collectively as “Parties.”
CREDIT AGREEMENT Dated as of March 2, 2023 among NANTHEALTH, INC., as the Borrower, CERTAIN SUBSIDIARIES OF THE BORROWER PARTY HERETO, as the Guarantors, THE LENDERS PARTY HERETO and GLAS USA LLC, as Administrative Agent GLAS AMERICAS LLC, as...Credit Agreement • May 15th, 2023 • NantHealth, Inc. • Services-computer processing & data preparation • New York
This CREDIT AGREEMENT is entered into as of March 2, 2023, among NANTHEALTH, INC., a Delaware corporation (the “Borrower”), the Guarantors (as defined herein) party hereto from time to time, each of the lenders from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”) GLAS USA LLC as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”) and GLAS Americas LLC as collateral agent for the Lenders (in such capacity, together with its successors in such capacity, the “Collateral Agent”).
AMENDMENT OF AND JOINDER TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 6th, 2016 • Nant Health, LLC • Services-computer processing & data preparation
THIS AMENDMENT AND JOINDER (this “Amendment and Joinder”) is made as of July 9, 2014 by and between Nant Health,LLC, a Delaware limited liability company (the “Company”), NantWorks, LLC, a Delaware limited liability company (“NantWorks”), and Blackstone Healthcare Partners II (AIV) L.L.C., a Delaware limited liability company (“Blackstone”).
AMENDMENT NO. 3 TO SECOND AMENDED AND RESTATED NANTOMICS EXCLUSIVE RESELLER AGREEMENTExclusive Reseller Agreement • January 5th, 2021 • NantHealth, Inc. • Services-computer processing & data preparation
This Amendment No. 3 (the "Amendment") is made as of December 31, 2020 (the “Amendment Effective Date”), by and between NantHealth, Inc. (“NantHealth”) and NantOmics, LLC (“NantOmics”).
OpenNMS ASSIGNMENT AGREEMENTAssignment Agreement • August 10th, 2020 • NantHealth, Inc. • Services-computer processing & data preparation • Delaware
This OpenNMS Assignment Agreement (this “Agreement”), dated as of July 22, 2020, is by and between Cambridge Equities, LP, a Delaware limited partnership (“Cambridge), and NantHealth, Inc., a Delaware corporation (“NantHealth”). Cambridge and NantHealth are each sometimes referred to herein as a “Party” and collectively as “Parties.”
January 8, 2015 PERSONAL AND CONFIDENTIAL Robert E. Watson Re: Employment Agreement Dear Bob:Employment Agreement • April 15th, 2016 • Nant Health, LLC • Services-computer processing & data preparation • California
It gives me great pleasure to offer you the position of President. I hope that you find working at Nant Health, LLC (the “Company”) a richly rewarding experience. This letter agreement (this “Agreement”) sets forth the terms and conditions of employment between you (“Employee”) and the Company (each, a “Party” and collectively, the” Parties”).
AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED NANTOMICS EXCLUSIVE RESELLER AGREEMENTExclusive Reseller Agreement • March 16th, 2018 • NantHealth, Inc. • Services-computer processing & data preparation
This Amendment No. 1 (the “Amendment”) is made as of the date of the last signature below and shall be effective as of October 1, 2017 (the “Amendment Effective Date”), by and between NantHealth, Inc. (“NantHealth”) and NantOmics, LLC (“NantOmics”).
FIRST SUPPLEMENTAL INDENTURESupplemental Indenture • August 22nd, 2023 • NantHealth, Inc. • Services-computer processing & data preparation • New York
AMENDMENT OF AND JOINDER TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 6th, 2016 • Nant Health, LLC • Services-computer processing & data preparation
THIS AMENDMENT AND JOINDER (this “Amendment and Joinder”) is made as of June 26, 2015 by and between Nant Health, LLC, a Delaware limited liability company (the “Company”), NantWorks, LLC, a Delaware limited liability company (“NantWorks”), and Allscripts Healthcare Solutions, Inc., a Delaware corporation (“Allscripts”).
CONFIDENTIAL ASSET SALE AGREEMENT by and between HARRIS CORPORATION and NANT HEALTH, LLC Dated as of June 16, 2015 Relating to the sale of Harris Corporation’s Healthcare Solutions Business as provided hereinAsset Sale Agreement • May 6th, 2016 • Nant Health, LLC • Services-computer processing & data preparation • New York
This ASSET SALE AGREEMENT is made and entered into as of June 16, 2015 (this “Agreement”), by and between HARRIS CORPORATION, a Delaware corporation (the “Company”), on behalf of itself and the other sellers set forth on Schedule A (collectively, the “Sellers”), on the one hand, and NANT HEALTH, LLC, a Delaware limited liability company (the “Buyer”), on the other hand.
AMENDED AND RESTATED CONSULTING AGREEMENTConsulting Agreement • November 21st, 2018 • NantHealth, Inc. • Services-computer processing & data preparation • California
This Amended and Restated Consulting Agreement (this “Agreement”) is made and entered into as of September 12, 2018 (the “Effective Date”) by and between Bob Petrou (“Consultant”) and NantHealth, Inc. (the “Company”). In consideration of the mutual promises and covenants set forth herein, the sufficiency of which is hereby acknowledged, the parties agree as follows:
March 16, 2015 PERSONAL AND CONFIDENTIAL Paul Holt Re: Employment Agreement Dear Paul:Employment Agreement • April 15th, 2016 • Nant Health, LLC • Services-computer processing & data preparation • California
It gives me great pleasure to offer you the position of Chief Financial Officer. I hope that you find working at Nant Health, LLC (the “Company”) a richly rewarding experience. This letter agreement (this “Agreement”) sets forth the terms and conditions of employment between you (“Employee”) and the Company (each, a “Party” and collectively, the “Parties”).
NOTE PURCHASE AGREEMENTNote Purchase Agreement • April 14th, 2021 • NantHealth, Inc. • Services-computer processing & data preparation • New York
This Note Purchase Agreement (the “Agreement”), dated as of April 13, 2021, is by and among NantHealth, Inc., a Delaware corporation (the “Company”), NaviNet, Inc., a Delaware corporation and wholly-owned subsidiary of the Company (the “Guarantor”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
AMENDMENT NO. 1 TO SHARED SERVICES AGREEMENTShared Services Agreement • May 15th, 2023 • NantHealth, Inc. • Services-computer processing & data preparation
This Amendment No. 1 (the “Amendment”) is made as of the date of the last signature below and shall be effective as of March 16, 2023 (the “Amendment Effective Date”), by and between NantHealth, Inc. (formerly Nant Health, LLC), a Delaware corporation (“NantHealth” or the “Company”), and NantWorks, LLC, a Delaware limited liability company (“NantWorks”).
NANTHEALTH, INC. Purchase AgreementPurchase Agreement • December 21st, 2016 • NantHealth, Inc. • Services-computer processing & data preparation • New York
NantHealth, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several initial purchasers listed in Schedule 1 hereto (the “Initial Purchasers”), for whom you are acting as representatives (the “Representatives”), $90,000,000 principal amount of its 5.50% Convertible Senior Notes due 2021 (the “Underwritten Securities”) and, at the option of the Initial Purchasers, up to an additional $15,000,000 principal amount of its 5.50% Convertible Senior Notes due 2021 (the “Option Securities”) if and to the extent that the Initial Purchasers shall have determined to exercise the option to purchase such 5.50% Convertible Senior Notes due 2021 granted to the Initial Purchasers in Section 2 hereof. The Underwritten Securities and the Option Securities are herein referred to as the “Securities”. The Securities will be convertible into cash, shares of common stock of the Company, without par value (the “Common Stock”), or a combination of cash and Common Stock, at the op
FORM OF CONVERSION AGREEMENTConversion Agreement • May 24th, 2016 • Nant Health, LLC • Services-computer processing & data preparation • Delaware
THIS CONVERSION AGREEMENT (this “Agreement”) is dated as of [●], 2016, by and between Nant Health, LLC, a Delaware limited liability company (the “Company”), and NantWorks, LLC, a Delaware limited liability company (“NantWorks”). The Company and NantWorks are collectively referred to herein as the “Parties” and each individually is referred to herein as a “Party.”
NANTHEALTH, INC. EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • September 13th, 2023 • NantHealth, Inc. • Services-computer processing & data preparation • Texas
This Executive Employment Agreement (the “Agreement”) is entered into as of the Effective Date (as defined below) by and between NantHealth, Inc. (the “Company”), and Rao Haris Naseem (“Executive”).
NANT HEALTH, LLCPut Agreement and Pledge Agreement • May 23rd, 2016 • Nant Health, LLC • Services-computer processing & data preparation
This letter agreement (this “Agreement”) confirms the agreement between Nant Health, LLC, a Delaware limited liability company (the “Company”), and NantWorks, LLC, a Delaware limited liability company (“NantWorks”), with respect to (a) that certain Put Agreement, dated June 20, 2014, as amended (the “Put Agreement”), by and between the Company, KHealth Holdings, Inc. (“KHealth”) and the Kuwait Investment Office (as sole stockholder of KHealth, the “Put Holder”) and (b) that certain Pledge Agreement, dated June 20, 2014 (the “Pledge Agreement”), by and between NantWorks and the Put Holder. Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Put Agreement.
Subordination AgreementSubordination Agreement • May 15th, 2023 • NantHealth, Inc. • Services-computer processing & data preparation • New York
This Subordination Agreement (this “Agreement”), dated March 2, 2023, is made between NantHealth, Inc., a Delaware corporation, with offices at 3000 RDU Center Drive, Suite 200, Morrisville, North Carolina 27500 (the “Company”), NaviNet, Inc., a Delaware corporation (the “Subsidiary Guarantor”), Nant Capital, LLC, a Delaware limited liability company, and Airstrip Technologies, Inc., a Delaware corporation (together with Nant Capital, Inc. and any transferee of the Existing Debt held by Nant Capital, LLC or Airstrip Technologies, Inc., the “Holders”).
AMENDMENT OF AND JOINDER TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 15th, 2016 • Nant Health, LLC • Services-computer processing & data preparation
THIS AMENDMENT AND JOINDER (this “Amendment and Joinder”) is made as of June 20, 2014 by and between Nant Health, LLC, a Delaware limited liability company (the “Company”), NantWorks, LLC, a Delaware limited liability company (“NantWorks”), and KHealth Holdings, Inc., a Delaware corporation (“KHealth”).
AMENDMENT OF AND JOINDER TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 15th, 2016 • Nant Health, LLC • Services-computer processing & data preparation
THIS AMENDMENT AND JOINDER (this “Amendment and Joinder”) is made as of March 31, 2014 by and between Nant Health, LLC, a Delaware limited liability company (the “Company”), NantWorks, LLC, a Delaware limited liability company (“NantWorks”), and BlackBerry Corporation, a Delaware corporation (“BlackBerry”).
AMENDMENT OF AND JOINDER TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 6th, 2016 • Nant Health, LLC • Services-computer processing & data preparation
THIS AMENDMENT AND JOINDER (this “Amendment and Joinder”) is made as of May 1, 2014 by and between Nant Health, LLC, a Delaware limited liability company (the “Company”), NantWorks, LLC, a Delaware limited liability company (“NantWorks”), and NHealth Holdings, Inc. (“NHealth”).
TRANSITION AGREEMENT AND RELEASETransition Agreement • November 21st, 2018 • NantHealth, Inc. • Services-computer processing & data preparation • California
This Transition Agreement and Release (this “Agreement”) is made and entered into as of August 23, 2018 (the “Effective Date”) by and between Paul Holt (“Employee”) and NantHealth, Inc., a Delaware corporation (the “Company”).
CONFIDENTIAL TREATMENT REQUESTED CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED AND HAVE BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION. INFORMATION THAT WAS OMITTED IN THE EDGAR VERSION HAS BEEN NOTED IN THIS DOCUMENT...Assignment Agreement • May 10th, 2018 • NantHealth, Inc. • Services-computer processing & data preparation • Delaware
This Assignment Agreement (this “Agreement”), dated as of February 1, 2018 (the “Effective Date”), is between NantOmics, LLC (“NantOmics), a Delaware limited liability company, and NantHealth, Inc., a Delaware corporation (“NantHealth”). NantOmics and NantHealth are each sometimes referred to herein as a “Party” and collectively as “Parties.”
