CONVERGENCEHEALTH.COM SERIES A-3 PREFERRED STOCK STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT is made as of January 18, 2002, by and between ConvergenceHealth.com, a Nevada corporation ("Company"), and Base Ten Systems, Inc., a New Jersey...Stock Purchase Agreement • January 30th, 2002 • Base Ten Systems Inc • Services-prepackaged software • Nevada
Byron Gehring 774 Mays Boulevard #10-386 Incline Village, Nevada 89451Merger Agreement • January 30th, 2002 • Base Ten Systems Inc • Services-prepackaged software
This letter is being delivered to Base Ten Systems, Inc. ("Base Ten") pursuant to the requirements of Section 1.11 of that certain Agreement and Plan of Merger, dated as of the date hereof ("Merger Agreement"), by and among Base Ten, Newco B10, Inc., a wholly-owned Nevada subsidiary of Base Ten ("Newco"), and ConvergenceHealth.com, a Nevada corporation ("CH"), and the delivery of this letter is a condition precedent to Base Ten's obligations to effect the transactions set forth in the Merger Agreement. Accordingly, as set forth in Section 1.11(a) of the Merger Agreement, by my signature below, I agree and acknowledge that in the event that the merger of Newco with and into CH is not consummated on or before the date specified in Section 7.1(b) of the Merger Agreement solely as a result of CH's failure to satisfy the condition required of it pursuant to Section 6.3 (q) of the Merger Agreement, Base Ten shall have the right ("Limited Put Option") to require me to purchase the BT Purchase
amongMerger Agreement • January 30th, 2002 • Base Ten Systems Inc • Services-prepackaged software • New Jersey
