Smart Rx Systems Inc Sample Contracts

KIOSK MANUFACTURING AND SUPPORT AGREEMENT
Kiosk Manufacturing and Support Agreement • December 15th, 2020 • Smart Rx Systems Inc • Retail-drug stores and proprietary stores • Kansas

This Kiosk Manufacturing and Support Agreement (the “Agreement”) is made this 21st day of March, 2014 by and between ScriptPro USA Inc., a Kansas corporation with principal office at 5828 Reeds Road, Mission, Kansas 66202-2740 (“ScriptPro”), and Smart Rx Systems Inc., a Florida corporation with principal office at 5703 Red Bug Lake Road, Suite #256, Winter Springs, Florida 32708-4969 (“Smart Rx”).

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FIRST AMENDMENT TO AGREEMENT BETWEEN SMART RX SYSTEMS, INC. AND SCRIPTPRO USA INC. DATED MARCH 21, 2014
First Amendment to Agreement • August 18th, 2020 • Smart Rx Systems Inc • Retail-drug stores and proprietary stores

This First Amendment to Agreement between Smart Rx Systems, Inc. and ScriptPro USA Inc. (“ScriptPro”) is dated effective as of May 22, 2015 or date fully executed by both parties (“Effective Date”).

FIRST AMENDMENT TO AGREEMENT BETWEEN SMART RX SYSTEMS, INC. AND SCRIPTPRO USA INC. DATED MARCH 21, 2014
First Amendment to Agreement • November 27th, 2020 • Smart Rx Systems Inc • Retail-drug stores and proprietary stores

This First Amendment to Agreement between Smart Rx Systems, Inc. and ScriptPro USA Inc. (“ScriptPro”) is dated effective as of May 22, 2015 or date fully executed by both parties (“Effective Date”).

OFFICER AND DIRECTOR EMPLOYMENT AGREEMENT
Officer and Director Employment Agreement • November 20th, 2018 • Smart Rx Systems Inc • Retail-drug stores and proprietary stores • Florida

This Employment Agreement (“Agreement”) is entered into as of the date last below written, by and between SMART RX SYSTEMS, INC., a Florida corporation (“SRXS” or “Company”); and Swatantra “Santu” Rohatgi (“OFFICER”).

PARTICIPATING DEALER AGREEMENT For Shares in SMART RX SYSTEMS, INC.
Participating Dealer Agreement • June 21st, 2022 • Smart Rx Systems Inc • Retail-drug stores and proprietary stores • Florida

Smart Rx Systems, Inc., a Florida corporation (the “Company”), proposes to issue and sell 4,500,000 shares of Series REG A Non-Voting Cumulative Convertible Secured preferred stock (the “Series REG A”) and 500,000 shares of Class REG A Super-Voting Preemptive Rights Convertible common stock at par value $0.0001 per share (the “Class REG A”) to investors deemed acceptable to the Company (the “Investors”) in a public offering pursuant to Regulation A Tier II (the “Offering”) for a total offering amount of $50,000,000.00 (the “Offering Amount”). Together, the Series REG A Shares and the Class REG A Shares shall be referred to as the “REG A Shares.” The minimum purchase by any one Investor shall be 900 shares of Series REG A shares in conjunction with 100 shares of Class REG A shares, which equals an aggregate amount of $10,000. Each individual investment shall maintain a 9:1 ratio between Series REG A shares and Class REG A Shares, which can be waived by the Company under certain circumst

BUSINESS PURCHASE AGREEMENT (STOCK SALE)
Business Purchase Agreement (Stock Sale) • November 20th, 2018 • Smart Rx Systems Inc • Retail-drug stores and proprietary stores

This Business Purchase Agreement (this "Agreement") is made and entered into on June 16TH, 2017, by and between Smart Rx Systems, Inc. a Florida "C" Corporation located at 5703 Red Bug Lake Road #256, Winter Springs, FL 32708, the "Buyer", to purchase 100% (One Hundred Percent of issued and outstanding stock Of KJ&E Holdings, Inc. DBA Dimension Pharmacy, which has a total of One Thousand Shares in the name of Jino J Moran, 8880 Bellaire Blvd, Suite 2, Houston, TX 77036. The Pharmacy is located at 13645 Murphy Road, Stanford, TX 77477, Pharmacy License # 24285, DEA License # FD0645296, Texas Tax # 16512502184, Mailing Address 13645 Murphy Road, STE 240, Stafford, TX 77477-4911, the "Seller". Seller and Buyer are collectively referred to herein as (the "Parties").

EXCLUSIVE DISTRIBUTOR AGREEMENT
Exclusive Distributor Agreement • September 14th, 2018 • Smart Rx Systems Inc • Retail-drug stores and proprietary stores • Texas

This Distributor Agreement (“Agreement”) is made and entered into this 17th day of May, 2017 by and between SMART RX SYSTEMS, INC., a Florida corporation, with its principal place of business at Red Bug Lake Road, Suite 256, Winter Springs, Florida 32708, U.S.A. ("Company") and A3 DEVELOPMENT GROUP, LLC, a Texas limited liability company, with its principal place of business at 17521 Highway 69 South, Suite 120, Tyler, Texas 75703 ("Distributor").

PURCHASE OF VISTA SPECIALITY PHARMACY LLC AGREEMENT
Purchase of Vista • November 20th, 2018 • Smart Rx Systems Inc • Retail-drug stores and proprietary stores • Florida
Castle Placement, LLC 1460 Broadway
Smart Rx Systems Inc • October 20th, 2023 • Retail-drug stores and proprietary stores

This agreement (the '”Agreement") is made and entered into by and between Company and Castle Placement, LLC ("Castle") Company hereby engages Castle as an independent contractor to solicit a Transaction. "Transactions" shall be defined as: a proposed offering and sale of Investments (as defined below).

KIOSK MANUFACTURING AND SUPPORT AGREEMENT
Kiosk Manufacturing and Support Agreement • September 14th, 2018 • Smart Rx Systems Inc • Retail-drug stores and proprietary stores • Kansas

This Kiosk Manufacturing and Support Agreement (the “Agreement”) is made this 21st day of March, 2014 by and between ScriptPro USA Inc., a Kansas corporation with principal office at 5828 Reeds Road, Mission, Kansas 66202-2740 (“ScriptPro”), and Smart Rx Systems Inc., a Florida corporation with principal office at 5703 Red Bug Lake Road, Suite #256, Winter Springs, Florida 32708-4969 (“Smart Rx”).

FIRST AMENDMENT TO SMART RX SYSTEMS INC. CO-MANAGER UNDERWRITING AGREEMENT with ANDES GROUP
Underwriting Agreement • April 18th, 2024 • Smart Rx Systems Inc • Retail-drug stores and proprietary stores • Florida

This First Amendment to the Co-Manager Underwriting Agreement, dated February 28, 2024, (the “First Amendment”) is entered into by and between Smart Rx Systems, Inc., a Florida corporation (the “Company”) and Andes Capital Group (“Andes”). Capitalized terms not defined above or in the recitals hereto shall have the meaning set forth in the Underwriting Agreement (as defined below) unless the context used clearly indicates another meaning or intent.

OFFICER AND DIRECTOR EMPLOYMENT AGREEMENT
Officer and Director Employment Agreement • November 27th, 2020 • Smart Rx Systems Inc • Retail-drug stores and proprietary stores • Florida

This Employment Agreement (“Agreement”) is entered into as of the date last below written, by and between SMART RX SYSTEMS, INC., a Florida corporation (“SRXS” or “Company”); and Swatantra “Santu” Rohatgi (“OFFICER”).

Contract
Co-Manager Agreement • February 7th, 2019 • Smart Rx Systems Inc • Retail-drug stores and proprietary stores • California

The purpose of this REG A Co-Manager Agreement (Agreement) is to form a relationship between Arque Capital, Ltd., a Securities and Exchange Commission (Commission) registered, Financial Industry Regulatory Authority (FINRA) member, investment bank and broker dealer (Arque), experienced in managing offerings of securities; and Smart Rx Systems, Inc., a Florida corporation (SRXS); whereupon Arque shall be engaged by SRXS as its Co-Manager of a $50mm Regulation A Tier II Offering. Arque shall also be “book manager” (defined below) of the Offering among the other Co-Managers (Book Co-Manager) and the members of the syndicate of selected dealers (Syndicate).

FIRST AMENDMENT TO AGREEMENT BETWEEN SMART RX SYSTEMS, INC. AND SCRIPTPRO USA INC. DATED MARCH 21, 2014
First Amendment to Agreement • September 14th, 2018 • Smart Rx Systems Inc • Retail-drug stores and proprietary stores

This First Amendment to Agreement between Smart Rx Systems, Inc. and ScriptPro USA Inc. (“ScriptPro”) is dated effective as of May 22, 2015 or date fully executed by both parties (“Effective Date”).

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