COMMON STOCK PURCHASE WARRANT Medical Transcription Billing Corp.Medical Transcription Billing, Corp • May 12th, 2017 • Services-prepackaged software
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 date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the one year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Medical Transcription Billing Corp., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 12th, 2017 • Medical Transcription Billing, Corp • Services-prepackaged software • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 10, 2017, between Medical Transcription Billing, Corp., 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”).
At Market Issuance Sales AgreementCareCloud, Inc. • February 14th, 2022 • Services-prepackaged software • New York
CareCloud, Inc. Shares of Common Stock (par value $0.001 per share) Controlled Equity OfferingSM Sales AgreementSales Agreement • April 12th, 2021 • CareCloud, Inc. • Services-prepackaged software • New York
INDEMNITY AGREEMENTIndemnity Agreement • May 8th, 2014 • Medical Transcription Billing, Corp • Services-prepackaged software • New York
THIS INDEMNITY AGREEMENT (this “Agreement”) dated as of __________ is made by and between Medical Transcription Billing, Corp., a Delaware corporation (the “Company”), and (“Indemnitee”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • October 10th, 2018 • Medical Transcription Billing, Corp • Services-prepackaged software • New York
UNDERWRITING AGREEMENTUnderwriting Agreement • December 12th, 2016 • Medical Transcription Billing, Corp • Services-prepackaged software • New York
The undersigned, Medical Transcription Billing, Corp., a Delaware corporation (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Medical Transcription Billing, Corp., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for whom Chardan Capital Markets, LLC is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
STRICTLY CONFIDENTIAL Medical Transcription Billing Corp.Letter Agreement • June 2nd, 2017 • Medical Transcription Billing, Corp • Services-prepackaged software • New York
ContractMedical Transcription Billing, Corp • October 16th, 2017 • Services-prepackaged software • New Jersey
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • October 16th, 2017 • Medical Transcription Billing, Corp • Services-prepackaged software • Delaware
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of October 13, 2017 (the “Effective Date”), by and among (a) SILICON VALLEY BANK, a California corporation (“Bank”), and (i) MEDICAL TRANSCRIPTION BILLING, CORP., a Delaware corporation (“Parent Borrower”) and (ii) MTBC ACQUISITION, CORP., a wholly-owned Subsidiary of Parent Borrower, a Delaware corporation (“Subsidiary Borrower”) (Parent Borrower and Subsidiary Borrower are individually and collectively, jointly and severally, “Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
MTBC, INC. EXECUTIVE EMPLOYMENT AGREEMENTEmployment Agreement • March 24th, 2021 • MTBC, Inc. • Services-prepackaged software • New Jersey
EMPLOYMENT AGREEMENT, dated as of the 23rd day of March, 2021 between MTBC, Inc., a Delaware Company (the “Company”) and A. Hadi Chaudhry (the “Executive”).
CARECLOUD, INC. EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • July 11th, 2023 • CareCloud, Inc. • Services-prepackaged software • New Jersey
This EMPLOYMENT AGREEMENT, dated as of the 6th day of July, 2023 is by and between CareCloud, Inc., a Delaware corporation (the “Company”) and Larry Steenvoorden (the “Executive”).
UNDERWRITING AGREEMENTLock-Up Agreement • July 18th, 2016 • Medical Transcription Billing, Corp • Services-prepackaged software • New York
The undersigned, Medical Transcription Billing, Corp., a Delaware corporation (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Medical Transcription Billing, Corp., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for whom Boenning & Scattergood, Inc. is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
ASSET PURCHASE AGREEMENT among: WFS Services, Inc. a Delaware Corporation, Deborah Shapiro, a Shareholder, Ann Newman, a Shareholder, Michael Newman, a Shareholder, and Medical Transcription Billing, Corp., a Delaware corporation Dated on July 1 , 2016Asset Purchase Agreement • December 1st, 2016 • Medical Transcription Billing, Corp • Services-prepackaged software • New Jersey
This Asset Purchase Agreement is entered into on July 1, 2016, by and among: WFS Services, Inc., a Delaware Corporation (the “Seller”), Deborah Shapiro, [ Ann Newman ] and [ Michael Newman ] (the “Shareholders”), and Medical Transcription Billing, Corp., a Delaware Corporation (the “Purchaser”). Certain capitalized terms used in this Agreement are defined in Exhibit “A”.
ASSET PURCHASE AGREEMENT AMONG MEDICAL TRANSCRIPTION BILLING, CORP. as Purchaser, AND Orion Healthcorp, inc. Medical BilLing Services, inc. Rand Medical Billing, Inc. RMI Physician Services COrpORATION Western SKies Practice MAnagement, Inc....Asset Purchase Agreement • July 2nd, 2018 • Medical Transcription Billing, Corp • Services-prepackaged software • Delaware
THIS ASSET PURCHASE AGREEMENT is made as of June 25, 2018, by and among Medical Transcription Billing, Corp., a Delaware corporation or an assignee acceptable to Sellers (hereinafter referred to as the “Purchaser”) and Orion Healthcorp, Inc., a Delaware corporation (“Orion”), MEDICAL BILLING SERVICES, INC., a Texas corporation, RAND MEDICAL BILLING, INC., a California corporation, RMI PHYSICIAN SERVICES CORPORATION, a Texas corporation, WESTERN SKIES PRACTICE MANAGEMENT, INC., a Colorado corporation, PHYSICIANS PRACTICE PLUS HOLDINGS LLC, a Delaware limited liability company, PHYSICIANS PRACTICE PLUS LLC, a Delaware limited liability company, NEMS ACQUISITION LLC, a Delaware limited liability company, NORTHEAST MEDICAL SOLUTIONS, LLC, a Pennsylvania limited liability company, NEMS WEST VIRGINIA, LLC, a Pennsylvania limited liability company, INTEGRATED PHYSICIAN SOLUTIONS, INC., a Delaware corporation, VEGA Medical professionals, LLC, a Delaware limited liability company, Allegiance co
Security AgreementSecurity Agreement • September 3rd, 2015 • Medical Transcription Billing, Corp • Services-prepackaged software
This Security Agreement (this “Agreement”) dated as of September 2, 2015, is hereby entered into by and between Opus Bank, a California commercial bank (“Secured Party”), and its successors and assigns, whose address is 19900 MacArthur Boulevard, Irvine, California 92612, and Medical Transcription Billing, Corp., a Delaware corporation (“Borrower”), whose address is 7 Clyde Road, Somerset, New Jersey 08873.
MEDICAL TRANSCRIPTION BILLING, CORP. 3,000,000 Shares of Common Stock, $0.001 par value UNDERWRITING AGREEMENTUnderwriting Agreement • June 16th, 2014 • Medical Transcription Billing, Corp • Services-prepackaged software • New York
Chardan Capital Markets, LLC Aegis Capital Corp. Summer Street Research Partners As Representatives of the Several Underwriters
CREDIT AGREEMENTCredit Agreement • September 3rd, 2015 • Medical Transcription Billing, Corp • Services-prepackaged software • New York
This Credit Agreement (this “Agreement”) dated as of September 2, 2015 is hereby entered into between Opus Bank (the “Bank”), and its successors and assigns, whose address is 19900 MacArthur Boulevard, Irvine, California 92612 (together with its successors and assigns, the “Bank”), and Medical Transcription Billing, Corp., a Delaware corporation (the “Borrower”), whose address is 7 Clyde Road, Somerset, New Jersey 08873.
ContractMTBC, Inc. • February 28th, 2020 • Services-prepackaged software • New Jersey
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
MTBC, INC. Shares of 11% Series A Cumulative Redeemable Perpetual Preferred Stock (par value $0.001 per share) Underwriting AgreementUnderwriting Agreement • July 17th, 2020 • MTBC, Inc. • Services-prepackaged software • New York
ASSET PURCHASE AGREEMENT among: Practicare Medical Management, Inc., A New York Corporation; Ultimate Medical Management, Inc., A New York Corporation James N. Antonacci, Jr. an individual; and Medical Transcription Billing, Corp., a Delaware corporationAsset Purchase Agreement • December 20th, 2013 • Medical Transcription Billing, Corp • Services-prepackaged software • New York
This Asset Purchase Agreement is entered into as of August 23, 2013, by and among: Practicare Medical Management, Inc., a New York corporation (the “Seller”); Ultimate Medical Management, Inc., a New York corporation (the “Parent”); James N. Antonacci, Jr. (the “Principal Shareholder”); and Medical Transcription Billing, Corp., a Delaware corporation (the “Purchaser”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
ContractMedical Transcription Billing, Corp • July 18th, 2016 • Services-prepackaged software
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAW, AND MAY NOT BE OFFERED FOR SALE, SOLD OR TRANSFERRED UNLESS A REGISTRATION STATEMENT UNDER SUCH ACT AND APPLICABLE STATE SECURITIES LAWS SHALL BE EFFECTIVE WITH RESPECT THERETO, OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS IS AVAILABLE IN CONNECTION WITH SUCH OFFER, SALE OR TRANSFER.
Sixth LOAN MODIFICATION AGREEMENTSixth Loan Modification Agreement • May 9th, 2022 • CareCloud, Inc. • Services-prepackaged software
This Sixth Loan Modification Agreement (this “Loan Modification Agreement”) is entered into as of January 27, 2022, by and among (a) SILICON VALLEY BANK, a California corporation, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at 275 Grove Street, Suite 2-200, Newton, Massachusetts 02466 (“Bank”) and (b) (i) CARECLOUD, INC. (formerly known as MTBC, INC.), a Delaware corporation with its principal place of business at 7 Clyde Road, Somerset, New Jersey 08873 (“Parent”), (ii) MTBC ACQUISITION, CORP., a Delaware corporation with its principal place of business at 7 Clyde Road, Somerset, New Jersey 08873 (“MTBC Acquisition”), (iii) CARECLOUD PRACTICE MANAGEMENT, CORP. (formerly known as MTBC PRACTICE MANAGEMENT, CORP.), a Delaware corporation with its principal place of business at 7 Clyde Road, Somerset, New Jersey 08873 (“Management”), (iv) CARECLOUD HEALTH, INC. (formerly known as CARECLOUD CORPORATION),
Asset Purchase AgreementAsset Purchase Agreement • December 20th, 2013 • Medical Transcription Billing, Corp • Services-prepackaged software • New York
This Asset Purchase Agreement (''Agreement'') is made and entered into as of this 27th day of June, 2013, by and among Metro Medical Services, Inc., Metro Medical Management Services, Inc.(“Seller”), a New York Corporation with its principal office situated at 110 East 23rd Street, #600, New York, NY 10010, Terry Sonterre a natural person residing at 599 McDonough Street, Brooklyn, New York 11233 (“Shareholder” or “Mr. Sonterre”,) and Medical Transcription Billing, Corp., a Delaware corporation with its principal office situated at 7 Clyde Road, Somerset, New Jersey 08873 (“Buyer” or “MTBC”).
JOINDER AND FIRST LOAN MODIFICATION AGREEMENTJoinder and First Loan Modification Agreement • September 20th, 2018 • Medical Transcription Billing, Corp • Services-prepackaged software
This Joinder and First Loan Modification Agreement (this “Agreement”) is entered into as of September 20, 2018, by and among (a) SILICON VALLEY BANK, a California corporation, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at 275 Grove Street, Suite 2-200, Newton, Massachusetts 02466 (“Bank”), (b) MEDICAL TRANSCRIPTION BILLING, CORP., a Delaware corporation with its principal place of business at 7 Clyde Road, Somerset, New Jersey 08873 (“Parent Borrower”), and MTBC ACQUISITION, CORP., a Delaware corporation with its principal place of business at 7 Clyde Road, Somerset, New Jersey 08873 (“Acquisition” and, together with Parent Borrower, jointly and severally, individually and collectively, “Existing Borrower), and (c) MTBC HEALTH, INC., a Delaware corporation with its principal place of business at 7 Clyde Road, Somerset, New Jersey 08873 (“Health”), and MTBC PRACTICE MANAGEMENT, INC., a Delaware corpo
STATEMENT OF WORKStatement of Work • March 21st, 2024 • CareCloud, Inc. • Services-prepackaged software
This Statement of Work (“SOW”) is incorporated into the Consulting Agreement by and between CareCloud, Inc. (“CareCloud” or the “Company”) and Hill City Advisors, LLC (“Consultant”). This SOW describes services and work products to be performed and provided by Consultant pursuant to the Consulting Agreement. If any item in this SOW is inconsistent with the Consulting Agreement prior to such incorporation, the terms of this SOW will control, but only with respect to the Services to be performed under this SOW.
Second Amendment to Credit Agreement dated as of July 13, 2016 Between Medical Transcription Billing, Corp., as the Borrower and Opus Bank, as the Bank Re: Credit Agreement dated as of September 2, 2015Credit Agreement • July 18th, 2016 • Medical Transcription Billing, Corp • Services-prepackaged software • New York
This Second Amendment to Credit Agreement dated as of July 13, 2016 (this “Amendment”) is by and between Medical Transcription Billing, Corp., a Delaware corporation (the “Borrower”), and Opus Bank, a California commercial bank (the “Bank”). All capitalized terms used herein without definition shall have the same meanings herein as such terms are defined in the below defined Credit Agreement.
CARECLOUD, INC. BONUS AGREEMENTBonus Agreement • May 8th, 2023 • CareCloud, Inc. • Services-prepackaged software • New Jersey
This BONUS AGREEMENT (the “Agreement”), effective as of the 8th day of May, 2023 is by and between CareCloud, Inc., a Delaware corporation (the “Company”) and Joseph DosSantos (the “Executive”).
ASSIGNMENT AGREEMENTAssignment Agreement • October 5th, 2016 • Medical Transcription Billing, Corp • Services-prepackaged software • New York
THIS ASSIGNMENT AGREEMENT (this “Agreement”), dated as of October 3, 2016 (the “Closing Date”), is entered by and among THE PRUDENTIAL INSURANCE COMPANY OF AMERICA, as a holder of Notes (“PICA”), PRUDENTIAL RETIREMENT INSURANCE AND ANNUITY COMPANY, as a holder of Notes (together with PICA, “Sellers”), MTBC Acquisition, Corp. (“Buyer”), and Medical Transcription Billing, Corp. (“Parent”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Note Purchase Agreement.
TRANSITION SERVICES AGREEMENTTransition Services Agreement • June 2nd, 2021 • CareCloud, Inc. • Services-prepackaged software • Delaware
This Transition Services Agreement (“Agreement”) is made as of June 1, 2021 (the “Effective Date”) by and among CareCloud Acquisition, Corp., a Delaware corporation (“Buyer”), MedMatica Consulting Associates, Inc., a Pennsylvania corporation (“Seller”), and Jerold Howell, a resident of the State of New Hampshire (“Seller Owner”). For purposes of this Agreement, Buyer, Seller and Seller Owner may be collectively referred to as the “Parties.”
NON-COMPETITION AND NON-SOLICITATION AGREEMENTNon-Competition and Non-Solicitation Agreement • June 2nd, 2021 • CareCloud, Inc. • Services-prepackaged software • Delaware
THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”), effective as of June 1, 2021 (the “Effective Date”), is by and among Santa Rosa Consulting, Inc., a Delaware corporation (“Santa Rosa”), SureTest Holdings, LLC, a Delaware limited liability company (“SureTest”), Laura O’Toole, a resident of the State of Florida (“O’Toole”), Mark Scruggs, a resident of the State of Florida (“Scruggs”), Raleigh Brewer, a resident of the State of Tennessee (“Brewer”), Thomas Watford, a resident of the State of Florida (“Watford” and, collectively with O’Toole, Scruggs and Brewer, the “Principals”), and CareCloud Acquisition, Corp., a Delaware corporation (“CareCloud”). Santa Rosa, SureTest, the Principals, and CareCloud are each individually referred to herein as a “Party” and collectively as the “Parties.”
TRANSITION SERVICES AGREEMENTTransition Services Agreement • October 5th, 2016 • Medical Transcription Billing, Corp • Services-prepackaged software • Texas
THIS TRANSITION SERVICES AGREEMENT (“Agreement”) is made as of October 3, 2016 (the “Effective Date”) by and between MediGain, LLC, a Texas limited liability company (“MediGain”), Millennium Practice Management Associates, LLC, a New Jersey limited liability company (“Millennium”), and MTBC Acquisition, Corp., a Delaware corporation (“Buyer”). For purposes of this Agreement, MediGain, Millennium and Buyer may be collectively referred to as the “Principal Parties.”
Restricted STOCK UNIT Award AgreementRestricted Stock Unit Award Agreement • April 7th, 2014 • Medical Transcription Billing, Corp • Services-prepackaged software • Delaware
THIS MEDICAL TRANSCRIPTION BILLING, CORP. Restricted STOCK UNIT Award Agreement (this “Agreement”) is made as of the ____ day of ________, 2014, between Medical Transcription Billing, Corp., Delaware (the “Company”), and [EXECUTIVE NAME], an employee of the Company (the “Executive”).
SETTLEMENT AGREEMENTSettlement Agreement • May 3rd, 2021 • CareCloud, Inc. • Services-prepackaged software
This Settlement Agreement (“Agreement”) is entered into among the United States of America, acting through the United States Department of Justice and on behalf of the Office of Inspector General (OIG-HHS) of the Department of Health and Human Services (“HHS”) (collectively, the “United States”), CareCloud Health, Inc. f/k/a CareCloud Corporation (“CareCloud”), and Ada De La Vega (“Relator”) (hereafter collectively referred to as “the Parties”), through their authorized representatives.
STOCK PURCHASE AGREEMENT by and among MTBC, INC., ORIGIN HOLDINGS, INC., MERIDIAN BILLING MANAGEMENT CO. and GMM II HOLDINGS, LLC Dated as of June 16, 2020Stock Purchase Agreement • June 17th, 2020 • MTBC, Inc. • Services-prepackaged software • Delaware
This STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of June 16, 2020, is entered into by and among MTBC, Inc., a Delaware corporation (“Purchaser”), Origin Holdings, Inc., a Delaware corporation (“Origin”), Meridian Billing Management Co., a Vermont corporation (“Meridian” and together with Origin, collectively the “Companies”) and GMM II Holdings, LLC, a Delaware limited liability company (“Seller”).
