STOCK PURCHASE AGREEMENT BY AND AMONG PROXYMED, INC., COALITION AMERICA, INC. AND CCB ACQUISITION, LLC DATED NOVEMBER 8, 2007Stock Purchase Agreement • November 16th, 2007 • Proxymed Inc /Ft Lauderdale/ • Services-computer processing & data preparation • Georgia
This STOCK PURCHASE AGREEMENT (“Agreement”) is dated November 8, 2007, by and among CCB Acquisition, LLC, a Delaware limited liability company (“Buyer”), Coalition America, Inc., a Georgia corporation (“CAI”) and ProxyMed, Inc., a Florida corporation doing business as MedAvant (“Seller”).
October 10, 2007Overadvance Side Letter • November 16th, 2007 • Proxymed Inc /Ft Lauderdale/ • Services-computer processing & data preparation
Reference is hereby made to that certain Security and Purchase Agreement dated as of December 6, 2005 by and among Proxymed, Inc., a Florida corporation (the “Parent”), ProxyMed Transaction Services, LLC, a Delaware limited liability company (“PTS”), PlanVista Corporation, a Delaware corporation (“PlanVista”), Plan Vista Solutions, Inc., a New York corporation (“PVS”) and National Network Services, LLC, a Delaware limited liability company (“NNS”, and together with the Parent, PTS, PlanVista and PVS, the “Companies” and each, a “Company”) and Laurus Master Fund, Ltd. (“Laurus”) (as amended, modified and/or supplemented from time to time, the “Security Agreement”). Capitalized terms used but not defined herein shall have the meanings ascribed them in the Security Agreement. Reference is also made to the Overadvance Side Letter, dated as of June 21, 2007 by and among Laurus and each of the Companies (as amended, modified and/or supplemented from time to time, the “June 2007 Overadvance S
