LOAN AND SECURITY AGREEMENT DATED AS OF JUNE 26, 2002 BY AND AMONG LASALLE BUSINESS CREDIT, INC.,Loan and Security Agreement • July 1st, 2002 • Medical Technology Systems Inc /De/ • General industrial machinery & equipment • Pennsylvania
BETWEENSecurities Purchase Agreement • July 1st, 2002 • Medical Technology Systems Inc /De/ • General industrial machinery & equipment • Pennsylvania
ASSET PURCHASE AGREEMENT This ASSET PURCHASE AGREEMENT, dated as of May 25, 1999 (the "Agreement"), among AIMCare, Inc., a Delaware corporation (the "Buyer"), and LifeServ Technologies, Inc., a Florida corporation (the "Seller") a wholly owned...Asset Purchase Agreement • June 9th, 1999 • Medical Technology Systems Inc /De/ • Surgical & medical instruments & apparatus • Delaware
ASSET PURCHASE AGREEMENT This ASSET PURCHASE AGREEMENT is dated as of January 1, 2000 (the "Agreement"), and is between Brittany Leigh, Inc., or its assigns, a Florida corporation (the "Buyer"), and Medical Technology Laboratories, Inc., a Florida...Asset Purchase Agreement • January 18th, 2000 • Medical Technology Systems Inc /De/ • Surgical & medical instruments & apparatus • Florida
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE THEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), AND MAY NOT BE OFFERED, SOLD, ASSIGNED, TRANSFERRED, OR OTHERWISE DISPOSED OF UNLESS REGISTERED PURSUANT...Warrant Agreement • December 1st, 2000 • Medical Technology Systems Inc /De/ • Surgical & medical instruments & apparatus • Florida
Medical Technology Systems, Inc./de Jong & Associates Inc. Agreement Consulting Agreement This agreement ("Agreement") is made effective as of January 2, 2001, by and between de Jong & Associates, Inc., a California Corporation ("Consultant"), and...Consulting Agreement • February 6th, 2001 • Medical Technology Systems Inc /De/ • Surgical & medical instruments & apparatus • Florida
BACKGROUNDNonqualified Stock Option Agreement • July 2nd, 1997 • Medical Technology Systems Inc /De/ • Surgical & medical instruments & apparatus
RECITALSMerger Agreement • July 2nd, 1997 • Medical Technology Systems Inc /De/ • Surgical & medical instruments & apparatus • Florida
SECOND AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This SECOND AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this "Amendment"), dated as of July 6, 2000, by and among MEDICAL TECHNOLOGY SYSTEMS, INC., a...Loan and Security Agreement • July 6th, 2000 • Medical Technology Systems Inc /De/ • Surgical & medical instruments & apparatus • Alabama
BackgroundLease Agreement • November 13th, 1998 • Medical Technology Systems Inc /De/ • Surgical & medical instruments & apparatus • Florida
TERMSEmployment Agreement • November 13th, 2001 • Medical Technology Systems Inc /De/ • General industrial machinery & equipment • Florida
GUARANTY AGREEMENT GUARANTY, dated June 26, 2002, by the direct or indirect subsidiaries of Medical Technology Systems, Inc (the "Company") which have executed this Agreement (together, the "Guarantors"), in favor of Eureka I, L.P., a Delaware limited...Guaranty Agreement • July 1st, 2002 • Medical Technology Systems Inc /De/ • General industrial machinery & equipment • Pennsylvania
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE THEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), AND MAY NOT BE OFFERED, SOLD, ASSIGNED, TRANSFERRED, OR OTHERWISE DISPOSED OF UNLESS REGISTERED PURSUANT...Warrant Agreement • February 6th, 2001 • Medical Technology Systems Inc /De/ • Surgical & medical instruments & apparatus • Florida
EMPLOYMENT AGREEMENT This agreement, effective April 1, 1998 (the "Agreement"), is made by and between LifeServ Technologies, Inc., a Florida corporation (the "Company") , and Michael T. Felix, a resident of the State of Florida (the "Executive")....Employment Agreement • July 8th, 1998 • Medical Technology Systems Inc /De/ • Surgical & medical instruments & apparatus • Florida
SUBORDINATION AGREEMENT THIS SUBORDINATION AGREEMENT (this "Agreement") is made effective as of the 26th day of June, 2002, by and among EUREKA I, L.P., a Delaware limited partnership (the "Subordinated Lender"), MEDICAL TECHNOLOGY SYSTEMS, INC., a...Subordination Agreement • July 1st, 2002 • Medical Technology Systems Inc /De/ • General industrial machinery & equipment • Pennsylvania
LOAN AGREEMENT This Loan Agreement (the "Agreement") dated as of October 16, 1998, by and among Joan L. Fitterling, as Trustee, or her successor in Trust of the Joan L. Fitterling Revocable Trust dated August 15, 1995, (the "Lender") and the Borrower...Loan Agreement • July 16th, 1999 • Medical Technology Systems Inc /De/ • Surgical & medical instruments & apparatus • Florida
EMPLOYMENT AGREEMENT This agreement, dated as of March 1, 1998 (the "Agreement") is made by and between MEDICAL TECHNOLOGY SYSTEMS, INC., a Delaware corporation (the "Company") , and MICHAEL P. CONROY, a resident of the State of Florida (the...Employment Agreement • July 8th, 1998 • Medical Technology Systems Inc /De/ • Surgical & medical instruments & apparatus • Florida
BACKGROUNDWarrant Agreement • July 16th, 1999 • Medical Technology Systems Inc /De/ • Surgical & medical instruments & apparatus • Florida
LOAN AGREEMENT This Loan Agreement (the "Agreement") dated as of May 13, 1998, by and among Ella Kedan ("Lender") the Borrowers described below and the Guarantor described below. In consideration of the Loan or Loans described below and the mutual...Loan Agreement • July 8th, 1998 • Medical Technology Systems Inc /De/ • Surgical & medical instruments & apparatus • Florida
STOCK SUBSCRIPTION AGREEMENT This is an agreement (the "Agreement") between Medical Technology Systems, Inc., a Florida corporation ("Med Tech") and LifeServ Technologies, Inc., a Florida corporation (the "Company") dated April__, 1998. Med Tech and...Stock Subscription Agreement • July 8th, 1998 • Medical Technology Systems Inc /De/ • Surgical & medical instruments & apparatus • Florida
TRADEMARK SECURITY AGREEMENT THIS TRADEMARK SECURITY AGREEMENT (this "Security Agreement") made as of this 26th day of June 2002, by MEDICAL TECHNOLOGY SYSTEMS, INC., a Delaware corporation ("Grantor") in favor of LASALLE BUSINESS CREDIT, INC., as...Trademark Security Agreement • July 1st, 2002 • Medical Technology Systems Inc /De/ • General industrial machinery & equipment • Pennsylvania
BILL OF SALEBill of Sale • November 13th, 1998 • Medical Technology Systems Inc /De/ • Surgical & medical instruments & apparatus
WARRANT AGREEMENT (this "Agreement") dated June 26, 2002, between MEDICAL TECHNOLOGY SYSTEMS, INC., a Delaware corporation (the "Company"), and EUREKA I, L.P., a Delaware limited partnership (the "Purchaser"). The parties to this Agreement are also...Warrant Agreement • July 1st, 2002 • Medical Technology Systems Inc /De/ • General industrial machinery & equipment • Delaware
AGREEMENTAsset Acquisition Agreement • November 13th, 1998 • Medical Technology Systems Inc /De/ • Surgical & medical instruments & apparatus • Florida
This is an agreement (the "Agreement"), dated September 4, 1998, between Medical Technology Laboratories, Inc. ("MTL"), Community Clinical Laboratories, Inc. ("CCL"), James McKeown, Sr. and James McKeown, Jr. (the "McKeowns") and Vincent Gepp ("Gepp").
PATENT SECURITY AgREEMENT THIS PATENT SECURITY AGREEMENT (this "Security Agreement") made as of this 26th day of June 2002, by MTS PACKAGING SYSTEMS, INC., a Florida corporation ("Grantor") in favor of LASALLE BUSINESS CREDIT, INC., as Agent...Patent Security Agreement • July 1st, 2002 • Medical Technology Systems Inc /De/ • General industrial machinery & equipment • Pennsylvania
RECITALS:Management Agreement • November 12th, 1999 • Medical Technology Systems Inc /De/ • Surgical & medical instruments & apparatus • Florida
SECURITIES PLEDGE AGREEMENT THIS PLEDGE AGREEMENT (this "Agreement"), dated as of June 26 2002, made by MEDICAL TECHNOLOGY SYSTEMS, INC., a Delaware corporation ("MTS") and LIFESERV TECHNOLOGIES, INC., a Florida corporation ("Lifeserv", and with MTS,...Securities Pledge Agreement • July 1st, 2002 • Medical Technology Systems Inc /De/ • General industrial machinery & equipment • Pennsylvania
GUARANTOR SECURITY AGREEMENT THIS GUARANTOR SECURITY AGREEMENT (this "Agreement") made as of this 26th day of June 2002, between MEDICATION MANAGEMENT TECHNOLOGIES, INC., CLEARWATER MEDICAL SERVICES, INC., MEDICAL TECHNOLOGY LABORATORIES, INC.,...Guarantor Security Agreement • July 1st, 2002 • Medical Technology Systems Inc /De/ • General industrial machinery & equipment • Pennsylvania
ANDPlacement Agent's Warrant Agreement • July 1st, 2002 • Medical Technology Systems Inc /De/ • General industrial machinery & equipment • New York
AGREEMENT AND PLAN OF MERGER Dated as of August 7, 2009 among MEDPAK HOLDINGS, INC., MEDPAK MERGER SUB, INC. and MTS MEDICATION TECHNOLOGIES, INC.Merger Agreement • August 10th, 2009 • MTS Medication Technologies, Inc /De/ • General industrial machinery & equipment • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of August 7, 2009 (this “Agreement”), is among MedPak Holdings, Inc., a Delaware corporation (“Parent”), MedPak Merger Sub, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and MTS Medication Technologies, Inc., a Delaware corporation (the “Company”). Certain terms used in this Agreement are defined in Section 8.11.
SECURITY AGREEMENT THIS SECURITY AGREEMENT (this "Agreement") made as of this 26th day of June 2002, between MEDICAL TECHNOLOGY SYSTEMS, INC., a Delaware corporation (a "Debtor"), and EUREKA I L.P., as Collateral Agent under the Purchase Agreement (in...Security Agreement • July 1st, 2002 • Medical Technology Systems Inc /De/ • General industrial machinery & equipment • Pennsylvania
TERMSNoncompetition and Nonsolicitation Agreement • November 13th, 1998 • Medical Technology Systems Inc /De/ • Surgical & medical instruments & apparatus • Florida
RECITALSTag-Along Agreement • July 1st, 2002 • Medical Technology Systems Inc /De/ • General industrial machinery & equipment • Delaware
REGISTRATION RIGHTS AGREEMENT dated June 26, 2002, between MEDICAL TECHNOLOGY SYSTEMS, INC., a Delaware corporation (the "Company"), and EUREKA I, L.P., a Delaware limited partnership ("Purchaser" ). Pursuant to a Securities Purchase Agreement dated...Registration Rights Agreement • July 1st, 2002 • Medical Technology Systems Inc /De/ • General industrial machinery & equipment • Delaware
CONTINUING UNCONDITIONAL GUARANTY WHEREAS, MEDICAL TECHNOLOGY SYSTEMS, INC. and MTS PACKAGING SYSTEMS, INC. (collectively, the "Borrowers" and each a "Borrower") have entered into a Loan and Security Agreement dated of even date herewith (as amended,...Continuing Unconditional Guaranty • July 1st, 2002 • Medical Technology Systems Inc /De/ • General industrial machinery & equipment • Pennsylvania
WHEREAS, MEDICAL TECHNOLOGY SYSTEMS, INC. and MTS PACKAGING SYSTEMS, INC. (collectively, the "Borrowers" and each a "Borrower") have entered into a Loan and Security Agreement dated of even date herewith (as amended, restated or otherwise modified from time to time, the "Loan Agreement") with LASALLE BUSINESS CREDIT, INC., as Agent ("Agent"), STANDARD FEDERAL BANK, NATIONAL ASSOCIATION, as Lender ("Lender") and the Guarantors named therein (the "Guarantors") pursuant to which Agent and Lender have made or may from time to time hereafter, make loans and advances to or extend other financial accommodations to the Borrowers;
