Exhibit 7 OPTICARE EYE HEALTH CENTERS, INC. REGISTRATION RIGHTS AGREEMENT October __, 1997 TABLE OF CONTENTS ----------------- SECTION 1......................................................................1 REGISTRATION...Registration Rights Agreement • September 23rd, 1999 • Oxford Health Plans Inc • Hospital & medical service plans • Connecticut
WITNESSETHStockholders' Agreement • September 23rd, 1999 • Oxford Health Plans Inc • Hospital & medical service plans • Connecticut
THIS SECOND AMENDED AND RESTATED STOCKHOLDERS' AGREEMENT is made as of July 30, 1999 by and among OptiCare Eye Health Centers, Inc., a Connecticut corporation (the "Company"), and the stockholders of the Company listed on EXHIBIT A hereto (the "Stockholders").
Exhibit 9 [LETTERHEAD OF OPTICARE EYE HEALTH SYSTEMS] August 9, 1999 Oxford Health Plans, Inc. 800 Connecticut Ave 4th Floor West Norwalk, CT 06854 Dear Ladies and Gentlemen: In order to induce you to sign and deliver an Agreement with Respect to...Termination Agreement • September 23rd, 1999 • Oxford Health Plans Inc • Hospital & medical service plans
In order to induce you to sign and deliver an Agreement with Respect to Termination of Registration Rights Agreement (the "Termination Agreement") and an Amendment to Warrant Agreement, which Registration Rights Agreement is dated October 15, 1997 and was entered into among you, other parties listed on Exhibit A thereto and the undersigned, the undersigned agrees with you that, notwithstanding the effectiveness of the Termination Agreement, you will continue to have the rights provided under Section 1.3 of the Registration Rights Agreement with respect to all shares of Common Stock of Saratoga Resources, Inc. which you may acquire upon exercise of warrants to purchase shares of Common Stock of Saratoga Resources, Inc., issued to you in substitution for Warrants of the undersigned as provided in the Amendment to Warrant Agreement and the Merger Agreement as defined therein. You agree that you will comply with the obligations of a Holder under the Registration Rights Agreement in the eve
Exhibit 4 LOCK-UP AGREEMENT Saratoga Resources, Inc. 301 Congress Avenue--Suite 1550 Austin, Texas 78701 Re: Agreement and Plan of Merger (the "Merger Agreement") dated as of April 12, 1999 among Saratoga Resources, Inc. (the "Company"), OptiCare...Lock-Up Agreement • September 23rd, 1999 • Oxford Health Plans Inc • Hospital & medical service plans
Exhibit 3 AMENDMENT TO WARRANT AGREEMENT THIS AMENDMENT is made as of August 13, 1999 by and among OptiCare Eye Health Centers, Inc., a Connecticut corporation (the "Company"), Oxford Health Plans, Inc., Anthem Health Plans, Inc., a Connecticut...Warrant Agreement • September 23rd, 1999 • Oxford Health Plans Inc • Hospital & medical service plans
AGREEMENT WITH RESPECT TO TERMINATION OF REGISTRATION RIGHTS AGREEMENTTermination of Registration Rights Agreement • September 23rd, 1999 • Oxford Health Plans Inc • Hospital & medical service plans
Exhibit 5 AFFILIATE AGREEMENT August 9, 1999 Saratoga Resources, Inc. 301 Congress Avenue - Suite 1550 Austin, TX 78701 Gentlemen: In connection with the merger of OptiCare Eye Health Centers, Inc. ("OptiCare") with a subsidiary of Saratoga Resources,...Affiliate Agreement • September 23rd, 1999 • Oxford Health Plans Inc • Hospital & medical service plans
