EACH FORMER MEMBER EXECUTING THIS AGREEMENT IS ADVISED TO CONSULT WITH AN ATTORNEY BEFORE SIGNING THIS AGREEMENT. BY SIGNING THIS AGREEMENT AND RELEASE, YOU GIVE UP AND WAIVE IMPORTANT LEGAL RIGHTS. SETTLEMENT AND RESTRUCTURING AGREEMENT
Exhibit 10.1 |
EACH FORMER MEMBER EXECUTING THIS AGREEMENT IS ADVISED TO CONSULT WITH AN ATTORNEY BEFORE SIGNING THIS AGREEMENT. BY SIGNING THIS AGREEMENT AND RELEASE, YOU GIVE UP AND WAIVE IMPORTANT LEGAL RIGHTS.
SETTLEMENT AND RESTRUCTURING AGREEMENT
This Settlement and Restructuring Agreement (the “Agreement”) is made as of the 19th day of July, 2018 (the “Execution Date”) by and among Aeon Global Health Corp. (formerly, Authentidate Holding Corp.) a Delaware corporation, (the “Company”), Peachstate Health Management, LLC d/b/a AEON Clinical Laboratories, a Georgia limited liability company (“Peachstate”), and each of the former members of Peachstate included on the signature pages hereto (the “Former Members”). The Company, Peachstate and the Former Members may collectively be referred to as the “Parties” throughout this Agreement.
The recitals set forth above are incorporated herein by reference as part of this Agreement among the Parties.
In addition to the terms defined elsewhere in this Agreement capitalized terms that are not otherwise defined herein shall have the meanings given to such terms as set forth in this Section 2:
“Affiliate” of any specified Person means any other Person directly or indirectly controlling or controlled by or under direct or indirect common control with such specified Person. For the purposes of this definition, “control”, when used with respect to any specified Person, means the power to direct the management and policies of such Person, directly or indirectly, whether through the ownership of voting securities, by contract or otherwise; and the terms “controlling” and “controlled” have meanings correlative to the foregoing.
“Business Day” means any day except any Saturday, any Sunday, any day which is a federal legal holiday in the United States or any day on which banking institutions in the State of New York are authorized or required by law or other governmental action to close.
“Commission” means the United States Securities and Exchange Commission.
“Common Stock” means the common stock of the Company, par value $0.001 per share, and any other class of securities into which such securities may hereafter be reclassified or changed.
“Credit Agreement” shall have the meaning ascribed to such term in Section 4 of this Agreement.
“EBITDA” shall have the meaning ascribed to such term in the Merger Agreement.
“Effective Date” shall have the meaning ascribed to such term in Section 3 of this Agreement.
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“Lender(s)” shall have the meaning ascribed to such term in Section 4 of this Agreement.
“Person” means an individual or corporation, partnership, trust, incorporated or unincorporated association, joint venture, limited liability company, joint stock company, government (or an agency or subdivision thereof) or other entity of any kind.
“Securities Act” means the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder.
“Senior Notes” means those certain senior secured convertible notes, in the aggregate principal amount of $3,049,651, of which the aggregate principal amount of $2,545,199 was originally issued by the Company on March 20, 2017 and the aggregate principal amount of $504,452 was originally issued by the Company on March 27, 2018, in each case as such senior notes have been amended to date.
“Trading Day” means a day on which the principal Trading Market is open for trading.
“Trading Market” means any of the following markets or exchanges on which the Common Stock is listed or quoted for trading on the date in question: the NYSE MKT, the Nasdaq Capital Market, the Nasdaq Global Market, the Nasdaq Global Select Market, the New York Stock Exchange, or any tier of the OTC Markets Inc. (or any successors to any of the foregoing).
“Transaction Documents” means this Agreement, Credit Agreement, all exhibits and schedules thereto and hereto and any other documents or agreements executed in connection with the transactions contemplated hereunder.
3. Effective Date of Agreement.
The Effective Date of this Agreement (the “Effective Date”) shall be the day upon which the following conditions shall have occurred:
(i) the delivery by each Former Member and Peachstate to the Company of a signed copy of this Agreement;
(ii) the delivery by the Company to Peachstate and each Former Member of a copy of this Agreement executed by an executive officer of the Company; and
(iii) the execution and delivery by the Lenders and the Company of (a) the Credit Agreement contemplated by Section 4 of this Agreement and (b) any ancillary agreements described in such Credit Agreement.
Contemporaneously with, and as a condition precedent to the effectiveness of this Agreement, Xxxxx X. Xxxxxx and Optimum Ventures, LLC (the “Lenders”) shall enter into an agreement with the Company to exchange the existing Senior Notes previously issued by the Company to such Lenders for a new senior credit instrument (the “Credit Agreement”) pursuant to which the Lenders shall agree to provide up to $2.0 million of credit to the Company, inclusive of the current principal amount of, and accrued interest on, the Loans evidenced by the Senior Notes held by the Lenders. The Parties agree that the Credit Agreement shall: (i) be in the form of the agreement annexed hereto as Exhibit A; (ii) be a senior secured credit facility, on a parity basis with the Senior Notes held by the other holders of the outstanding Senior Notes; (iii) bear interest at the rate of 7.5% per annum; and (iv) be due and payable in full on June 30, 2020, or earlier at the option of the Company.
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5. Issuance of Additional Common Stock.
In consideration of the restructuring of the consideration due to the Former Members under the Merger Agreement, the Company shall issue to the Former Members an aggregate of 2,500,000 shares of the Company’s Common Stock (the “Additional Shares”). The Additional Shares shall be issued to the Former Members pro rata based on their respective percentage ownership of Peachstate prior to the Merger and shall be deemed earned and issued on February 28, 2019. The Additional Shares shall be “restricted securities” within the meaning of Rule 144 promulgated by the Securities and Exchange Commission and shall bear the restrictive legend set forth in Section 14(e) of this Agreement.
c. The Former Members hereby agree that as of the Effective Date, the arrangements set forth in this Agreement supersede in all respects the Parties’ respective rights and obligations for the issuance of any and all additional shares of Common Stock pursuant to the Merger Agreement.
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d. The Parties further agree that in the event Peachstate fails to achieve the 2018 Earnout Target or the Reduced 2018 Earnout Target, but exceeds the 2019 Earnout Target, then the amount by which Peachstate exceeded the 2019 Earnout Target (the “Earnout Credit”) shall be credited to the 2018 Earnout Target or the Reduced 2018 Earnout Target. In such an event, the Earnout Credit shall be added to the amount of EBITDA achieved for the three calendar years ending December 31, 2018, and the number of shares of Common Stock which may be earned by the Former Members shall be recomputed. If the addition of the Earnout Credit to the EBITDA actually achieved by Peachstate for the requisite period results in Peachstate achieving the 2018 Earnout Target or the Reduced 2018 Earnout Target, as the case may be, then such number of additional shares of Common Stock shall be issued to the Former Members as may be allocated to them based on the achievement of either the 2018 Earnout Target or Reduced 2018 Earnout Target. The issuance of any additional shares of Common Stock to the Former Members pursuant to this mechanism would be in addition to the issuance to the Former Members of the 2019 Maximum Earnout Shares.
e. For purposes of clarity, the following examples shall illustrate the Parties’ agreement as to the manner in which the Earnout Credit shall operate:
i. If Peachstate did not initially achieve the Reduced 2018 Earnout Target, but was entitled to an Earnout Credit in an amount that when added to the amount actually achieved for the requisite period is sufficient for it to achieve the Reduced 2018 Earnout Target, then the Former Members would only receive all of the 2018 Reduced Earnout Shares (2,250,000 shares);
ii. If Peachstate did not initially achieve the Reduced 2018 Earnout Target, but was entitled to an Earnout Credit in an amount that when added to the amount actually achieved for the requisite period is sufficient for it to achieve the maximum 2018 Earnout Target, then the Former Members would only receive all of the 2018 Maximum Earnout Shares (3,000,000 shares);
iii. If Peachstate initially achieved the Reduced 2018 Earnout Target, but not the maximum 2018 Earnout Target, and was entitled to an Earnout Credit in an amount that when added to the amount actually achieved for the requisite period is sufficient for it to achieve the maximum 2018 Earnout Target, then the Former Members would receive an additional 750,000 shares of Common Stock.
Each of the Former Members, on their own behalf and on behalf of all current and future holders of each of their respective Registrable Securities (as defined in the Registration Rights Agreement), hereby irrevocably waives any and all registration rights now existing or arising under the Registration Rights Agreement and all notice and other rights related thereto. Each Former Member hereby acknowledges and agrees that it shall not commence or prosecute in any way, or cause to be commenced or prosecuted, any action in any court relating to such rights under the Registration Rights Agreement. The Parties further agree to forever waive those covenants and other agreements of the Merger Agreement for which performance may occur after the Closing Date of the Merger, other than the covenants and agreements in Sections 7.6, 7.12 and 7.13 of the Merger Agreement.
Upon the Effective Date of this Agreement, and in return for valuable consideration, the receipt of which is hereby acknowledged, Peachstate and the Former Members, on behalf of themselves, and for all persons who may claim by, through, or under them, their present and former representatives, agents, attorneys, predecessors, successors, insurers, partners, administrators, heirs, executors and assigns (hereinafter referred to as the “Peach Releasors”), release and forever discharge the Company, and all of their predecessors, subsidiaries, affiliates, parent corporations, and all of their respective, present or past officers, agents, employees, shareholders, directors, attorneys, insurers, sureties, successors and assigns, as well as any employee or former employee thereof (individually and collectively hereinafter referred to as the “Company Parties”), from any and all rights, claims and causes of action, suits, liabilities, obligations, debts, dues, sums of money, accounts, reckonings, bonds, bills, covenants, contracts, controversies, agreements, promises, damages, judgments, executions, claims and demands, in law or equity, known or unknown, which, against the Company Parties, the Peach Releasors have, had or may have from the beginning of time through the Effective Date of this Agreement, arising out of or related to, directly or indirectly, the Merger and/or the Merger Agreement, including, but not limited to, claims arising under all federal, state and local statutes, laws and ordinances prohibiting, without limitation, breach of contract, breach of the covenant of good faith and fair dealing, breach of fiduciary duty, defamation or fraud and any alleged entitlement to costs fees, or expenses, including attorneys’ fees’; provided however, that the foregoing release (i) shall exclude any claims for breach of obligations under this Agreement and (ii) shall not be construed as releasing the Company from its obligations under the Senior Notes held by the Lenders or the Credit Agreement contemplated by Section 4 of this Agreement.
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9. Release of Peachstate and Former Members.
Upon the Effective Date of this Agreement, and in return for valuable consideration, the receipt of which is hereby acknowledged, the Company Parties release and forever discharge the Peach Releasors, from any and all rights, claims and causes of action, suits, liabilities, obligations, debts, dues, sums of money, accounts, reckonings, bonds, bills, covenants, contracts, controversies, agreements, promises, damages, judgments, executions, claims and demands, in law or equity, known or unknown, which, against the Peach Releasors, the Company Parties have, had or may have from the beginning of time through the Effective Date of this Agreement, arising out of or related to, directly or indirectly, the Merger and/or the Merger Agreement; including, but not limited to, claims arising under all federal, state and local statutes, laws and ordinances prohibiting, without limitation, breach of contract, breach of the covenant of good faith and fair dealing, breach of fiduciary duty, defamation or fraud and any alleged entitlement to costs fees, or expenses, including attorneys’ fees’; provided however, that the foregoing release shall exclude any claims for breach of obligations under this Agreement.
Except to enforce any obligation or right set forth in this Agreement or the attachments hereto, each of the Parties covenants and agrees that he, she or it will not hereafter commence, maintain or prosecute any action or proceeding at law or otherwise, assert any right of any nature, or assert any claim against for damages or loss of any kind or amount or for any other legal or equitable relief that he, she or it may have or claim to have at this time or at any time heretofore against the other Party relating to the claims released by the Parties herein.
11. No Assignment of Claims; No Actions Pending.
The Parties, and each of them, represent and warrant that they are the sole and lawful owners of all rights, titles and interest in and to every claim and other matters which they release or confer herein, and that no other person, individual, or entity has received any assignment or other right of substitution or subrogation to any matters relating to or arising out of the Merger Agreement and any transaction related thereto. Each Party represents, warrants, and agrees that no legal proceeding or other action, including an arbitration proceeding, has been filed in any forum arising out of, from, or in connection with any disputes or claims arising out of or related to the claims released in this Agreement.
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The Parties shall not directly or indirectly disclose or make any statement (written or oral) to any person, firm or entity not a party to this Agreement with respect to the matters covered by this Agreement, execution of this document, the settlement, the terms and conditions of the settlement, disclosures and representations made in this document, or anything else in connection with this matter, except for any disclosure required to comply with any governmental rule, law, statute, regulatory or reporting requirement (including in response to any inquiry by, or requirement of the Securities and Exchange Commission and the disclosure obligations pursuant to the rules and regulations promulgated thereby), arbitration or court proceeding, and except for any disclosure to the Parties’ accountants and attorneys for personal tax and business purposes. Any Party receiving a subpoena or order, which seeks to compel disclosure of this Agreement, shall afford the other Party five (5) days’ notice to quash or limit such subpoena or order. In the event of any breach of the confidentiality terms of this Agreement, the aggrieved party’s remedies shall be limited to injunctive relief only.
13. No Admission of Liability.
The Parties acknowledge and agree that this Agreement is being executed in order to resolve and forever set at rest all the controversies of whatever nature that may exist between the Parties, and that neither the Agreement or general releases set forth herein nor the underlying settlement constitute or are to be construed as an acknowledgment or admission of any liability whatsoever, any such liability being expressly denied.
c. Accredited Investor Status. Each Former Member is an “accredited investor” as defined in Rule 501(a) under the Securities Act. Such Former Member is not a registered person under Section 15 of the Exchange Act. Such Former Member has such knowledge, sophistication and experience in business and financial matters so as to be capable of evaluating the merits and risks of acquiring the shares of the Company’s Common Stock hereunder, and has so evaluated the merits and risks of such investment. Such Former Member is able to bear the economic risk of this transaction and, at the present time, is able to afford a complete loss of such investment.
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d. Information. Such Former Member has reviewed all reports filed by the Company under the Securities Exchange Act of 1934, as amended, including pursuant to Section 13(a) or 15(d) thereof, for the two years preceding the date hereof and has had and continues to have access to such information concerning the Company as it considers necessary to make an informed decision concerning consummating the transactions contemplated by this Agreement. Such Former Member acknowledges that it has had the opportunity to ask questions of, and receive answers from, the officers of the Company concerning the operation and business of the Company.
THESE SECURITIES HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO AN AGREEMENT DATED JULY 19, 2018.
Each Former Member understands that the shares of Common Stock issuable hereunder may only be disposed of in compliance with state and federal securities laws. In connection with any transfer of any such shares other than pursuant to an effective registration statement or Rule 144, the Company may require the transferor thereof to provide to the Company an opinion of counsel selected by the transferor and reasonably acceptable to the Company, the form and substance of which opinion shall be reasonably satisfactory to the Company, to the effect that such transfer does not require registration of such transferred shares under the Securities Act. As a condition of transfer, any such transferee shall agree in writing to be bound by the terms of this Agreement.
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i. No General Solicitation. Such Former Member acknowledges that the shares of Common Stock issuable hereunder were not offered to the it by means of any form of general or public solicitation or general advertising, or publicly disseminated advertisements or sales literature, including: (i) any advertisement, article, notice or other communication published in any newspaper, magazine, or similar media, or broadcast over television or radio; or (ii) any seminar or meeting to which the such Former Member was invited by any of the foregoing means of communications.
j. No Legal, Tax or Investment Advice. Such Former Member understands that the tax consequences of the transactions contemplated by this Agreement are complex, and accordingly such Former Member represents and warrants that it understands that nothing in this Agreement or any other materials presented by or on behalf of the Company to him, her or it in connection with this Agreement and the transactions contemplated herein, constitutes legal, tax or investment advice. Such Former Member has consulted such legal, tax and investment advisors as he, she or it, in his, her or its sole discretion, has deemed necessary or appropriate in the circumstances. Such Former Member is not relying on the Company or any of its respective affiliates or agents, including its counsel and accountants, for any tax advice regarding the tax consequences of the transactions contemplated by this Agreement.
a. Due Incorporation. The Company has been duly incorporated and is validly existing and in good standing under the laws of the state of Delaware, with full corporate power and authority to own, lease and operate its properties and to conduct its business as currently conducted. The Company is duly qualified to conduct business and is in good standing as a foreign corporation or other entity in each jurisdiction in which the nature of the business conducted or property owned by it makes such qualification necessary, except where the failure to be so qualified or in good standing, as the case may be, could not have or reasonably be expected to result in: (i) a material adverse effect on the legality, validity or enforceability of any Transaction Document; (ii) a material adverse effect on the results of operations, assets, business, prospects or condition (financial or otherwise) of the Company and the Subsidiaries, taken as a whole; or (iii) a material adverse effect on the Company’s ability to perform in any material respect on a timely basis its obligations under any Transaction Document (any of (i), (ii) or (iii), a “Material Adverse Effect”) and no proceeding has been instituted in any such jurisdiction revoking, limiting or curtailing or seeking to revoke, limit or curtail such power and authority or qualification.
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16. No Reliance on Representations.
The Parties acknowledge that in entering into this Agreement they have not relied upon any representations, warranties, promises or conditions made by each of the Parties or each of the Parties’ agents or representatives not specifically set forth in this Agreement. The Parties acknowledge that each of them has freely executed this Agreement after independent investigation, with the advice of independent counsel and without fraud, duress or undue influence, and that each understands its content. Each Party is aware that it or its attorneys may hereafter discover facts different from or in addition to the facts that it now knows or believes to be true with respect to the subject matter of this Agreement or the other Party hereto, but that it is its intention to fully and finally release each of its respective releasees to the full extent of the releases contained in this Agreement, and to otherwise agree to the other terms and conditions of this Agreement.
From time to time after the date hereof, the Parties shall take such other actions and execute and deliver to any other Party such further documents as may be reasonably requested by any other Party in order to assure and confirm unto such Party (a) the rights created hereby or intended now or hereafter so to be created by this Agreement; or (b) the validity of any assignment documents or other documents of conveyance to be delivered at the execution of this Agreement. The Company shall at all times, in performing under this Agreement, comply with all applicable federal and state securities laws.
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18. Construction and Independent Representation.
The language of this Agreement shall be construed as a whole, according to its fair meaning, and not strictly for or against either of the Parties. For purposes of construction, this Agreement shall be deemed to have been drafted by all the Parties, and no ambiguity shall be resolved against any Party by virtue of his or her participation in the drafting of this Agreement. Section headings have been inserted for convenience of reference only and are not intended to be a part of, or to affect, the meaning or interpretation of this Agreement. In the event that this Agreement is construed, it shall be construed to effectuate the intention of the Parties. Each Party (other than the Company) expressly represents and warrants to the Company that (a) before executing this Agreement, it has fully informed himself, herself or itself of the terms, contents, conditions and effects of this Agreement; (b) said Person has relied solely and completely upon his, her or its own judgment in executing this Agreement; (c) said Person has had the opportunity to seek the advice of his, her or its own counsel and advisors before executing this Agreement; (d) said Person has acted voluntarily and of his, her or its own free will in executing this Agreement; (e) this Agreement is the result of arm’s length negotiations conducted by and among the Parties; and (f) said Person acknowledges that the law firm of Xxxxxx & Xxxxxxxxx, LLP has been retained by the Company to prepare this Agreement as legal counsel for the Company, that Xxxxxx & Poliakoff, LLP does not represent any other Party in connection with the preparation or execution of this Agreement, that such firm has not given any legal, investment or tax advice to any other Party regarding this Agreement, and that such other Party has not relied upon any legal advice except as provided by its own attorneys. Xxxxxx & Xxxxxxxxx, LLP is expressly intended as a beneficiary of the representations and warranties of the Holders contained in this Section.
All notices or other communications which are required or permitted hereunder shall be in writing and sufficient if delivered by hand, by facsimile transmission, by registered or certified mail, postage pre-paid, or by courier or overnight carrier, to the persons at the addresses set forth below (or at such other address as may be provided hereunder):
If to Peachstate:
PeachState Health Management LLC, d/b/a AEON Clinical Laboratories
0000 Xxxxxxxxxx Xxxxx
Xxxxxxxxxxx, XX 00000
Attn: Xxxxx Xxxxxx, Chief Executive Officer
Fax: 000.000.0000
If to a Former Member:
To the address of such Former Member as is set forth on the books and records of the Company.
If to the Company:
Aeon Global Health Corp.
0000 Xxxxxxxxxx Xxxxx
Xxxxxxxxxxx, XX 00000
Attn: Xxxxxxx Xxxxxxxx, Chief Financial Officer
Fax: 000.000.0000
With a copy to (which shall not constitute notice):
Xxxxxx & Poliakoff LLP
00 Xxxxxxxx, 00xx Xxxxx
Xxx Xxxx, XX 00000
Attn: Xxxxxx XxXxxxx, Esq.
Fax: 000-000-0000
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or to such other address as the party to whom notice is to be given may have furnished to the other party in writing in accordance herewith. All such notices or communications shall be deemed to be received (i) in the case of personal delivery, on the date of such delivery; (ii) in the case of nationally-recognized overnight courier, on the next Business Day after the date when sent; (iii) in the case of facsimile transmission or telecopier or electronic mail, upon confirmed receipt; and (iv) in the case of mailing, on the third Business Day following the date on which the piece of mail containing such communication was posted.
21.6 Governing Law. Regardless of any conflict of law or choice of law principles that might otherwise apply, the Parties agree that this Agreement shall be governed by and construed in all respects in accordance with the laws of the State of Delaware. The Parties all expressly agree and acknowledge that the State of Delaware has a reasonable relationship to the Parties and/or this Agreement. As to any dispute, claim, or litigation arising out of or relating in any way to this Agreement or the transaction at issue in this Agreement, the Parties hereto hereby agree and consent to be subject to the exclusive jurisdiction of any Delaware state court, or federal court of the United States of America sitting in Delaware, and any appellate court from any thereof. Each Party hereto hereby irrevocably waives, to the fullest extent permitted by law: (a) any objection that it may now or hereafter have to laying venue of any suit, action or proceeding brought in such court; (b) any claim that any suit, action or proceeding brought in such court has been brought in an inconvenient forum; and (c) any defense that it may now or hereafter have based on lack of personal jurisdiction in such forum.
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THE PARTIES HAVE READ THE FOREGOING AGREEMENT, UNDERSTAND THE MEANING OF SAME, AND FREELY, KNOWINGLY AND WITH THE ADVICE OF COUNSEL, AFTER DUE CONSIDERATION, VOLUNTARILY ENTER INTO THIS AGREEMENT.
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AEON GLOBAL HEALTH CORP.
By: /s/ Xxxxxxx X. Xxxxxxxx Name: Xxxxxxx X. Xxxxxxxx Title: Chief Financial Officer
PEACHSTATE HEALTH MANAGEMENT LLC
By: /s/ Xxxxxxx X. Xxxxxxxx Name: Xxxxxxx X. Xxxxxxxx Title: Chief Financial Officer |
THE FORMER MEMBERS:
Xxxxx X. Xxxxxx
By: /s/ Xxxxx X. Xxxxxx Percentage Interest: 36.46% |
Xxxxx Xxxxxxxxx
By: /s/ Xxxxx Xxxxxxxxx Percentage Interest: 10.42% | |
Xxxxxx Xxx
By: /s/ Xxxxxx Xxx Percentage Interest: 20.83% |
Xxxxx Xxxxx
By: /s/ Xxxxx Xxxxx Percentage Interest: 10.42% | |
Xxxxxx Xxx
By: /s/ Xxxxxx Xxx Percentage Interest: 20.83% |
Xxxxx X. Xxxx
By: /s/ Xxxxx X. Xxxx Percentage Interest: 1.04% |
Signature Page to Settlement and Restructuring Agreement
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