STOCKHOLDERS AGREEMENTStockholders Agreement • July 21st, 2016 • Tabula Rasa HealthCare, Inc. • Services-business services, nec • Delaware
THIS STOCKHOLDERS AGREEMENT (“Agreement”) is entered into as of June 30, 2014, by and among Tabula Rasa Healthcare, Inc., a Delaware corporation (the “Company”), the persons signatories hereto opposite the “Common Holders” and “Additional Common Holders” headings on such signature pages (each, a “Common Holder” and collectively, the “Common Holders”), and the persons and entities listed on Schedule A hereto (each, an “Investor” and collectively, the “Investors”).
LOAN AND SECURITY MODIFICATION AGREEMENTLoan and Security Modification Agreement • July 21st, 2016 • Tabula Rasa HealthCare, Inc. • Services-business services, nec
This Loan and Security Modification Agreement is entered into as of July 1, 2016 by and between WESTERN ALLIANCE BANK, as successor in interest to Bridge Bank, National Association (“Bank”), and CAREKINESIS, INC. (“CareKinesis”), TABULA RASA HEALTHCARE, INC., (“Parent”), CAREVENTIONS, INC., (“Careventions”), CAPSTONE PERFORMANCE SYSTEMS, LLC, (“Capstone”), J. A. ROBERTSON, INC. (“Robertson”) and MEDLIANCE LLC (“Medliance”). Parent, CareKinesis, Careventions, Capstone, Robertson and Medliance are each referred to herein as a “Borrower”, and collectively, as the “Borrowers”.
AMENDED AND RESTATED PRIME VENDOR AGREEMENTPrime Vendor Agreement • July 21st, 2016 • Tabula Rasa HealthCare, Inc. • Services-business services, nec
This Prime Vendor Agreement (“PVA”) is dated May 1, 2016 (“Effective Date”) between AmerisourceBergen Drug Corporation, a Delaware corporation (“ABDC”), and CareKinesis, Inc., a Delaware corporation, and J.A. Robertson, Inc., a California corporation d/b/a St. Mary (collectively, “Customer”).
FIRST AMENDMENT TO LEASE AGREEMENTSLease Agreement • July 21st, 2016 • Tabula Rasa HealthCare, Inc. • Services-business services, nec
CREDIT AGREEMENT dated as of July 1, 2016 among TABULA RASA HEALTHCARE, INC., a Delaware corporation, CAREKINESIS, INC., a Delaware corporation, CAREVENTIONS, INC., a Delaware corporation, CAPSTONE PERFORMANCE SYSTEMS, LLC, a Delaware limited...Credit Agreement • July 21st, 2016 • Tabula Rasa HealthCare, Inc. • Services-business services, nec • New York
CREDIT AGREEMENT (as amended, amended and restated, supplemented or otherwise modified, the “Agreement”) dated as of July 1, 2016, among Tabula Rasa HealthCare, Inc., a Delaware corporation (“Parent Borrower”), CareKinesis, Inc., a Delaware corporation (“CareKinesis”), CareVentions, Inc., a Delaware corporation (“CareVentions”), Capstone Performance Systems, LLC, a Delaware limited liability company (“Capstone”) and Medliance LLC, an Arizona limited liability company (“Medliance” and, together with Parent, CareKinsesis, CareVentions and Capstone, each a “Borrower” and collectively, the “Borrowers”), the Lenders (as defined below) party hereto from time to time, and ABC FUNDING, LLC, a Delaware limited liability company (“ABC Funding”) as administrative agent and as collateral agent for the Lenders (together with its successors and permitted assigns in those capacities, the “Agent”).
NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR ANY OTHER SECURITIES LAWS AND NEITHER THIS WARRANT NOR SUCH SECURITIES MAY BE...Warrant Agreement • July 21st, 2016 • Tabula Rasa HealthCare, Inc. • Services-business services, nec • New Jersey
This AMENDED AND RESTATED WARRANT, effective as of April , 2016, is by and among TABULA RASA HEALTHCARE, INC., a Delaware corporation having an address at 110 Mager Avenue, Suite 309, Moorestown, New Jersey 08057 (the “Company”), CAREKINESIS, INC., a Delaware corporation having an address at 110 Marter Avenue, Suite 309, Moorestown, New Jersey 08057 and a wholly-owned subsidiary of the Company (“CareKinesis”), and THE NEW JERSEY ECONOMIC DEVELOPMENT AUTHORITY (“NJEDA”).
