WARRANT TO PURCHASE COMMON STOCKWarrant Agreement • February 11th, 2005 • Caredecision Corp • Services-computer programming services • California
THIS WARRANT CERTIFIES THAT for value received, Mercator Momentum Fund, LP., or its registered assigns (hereinafter called the “Holder”) is entitled to purchase from CareDecision Corporation (hereinafter called the “Company”), the above referenced number of fully paid and nonassessable shares (the “Shares”) of common stock (the “Common Stock”), of Company, at the Warrant Price per Share referenced above; the number of shares purchasable upon exercise of this Warrant referenced above being subject to adjustment from time to time as described herein. This Warrant is issued in connection with that certain Subscription Agreement dated as of the date hereof, by and between the Company and Holder (the “Subscription Agreement”). The exercise of this Warrant shall be subject to the provisions, limitations and restrictions contained herein.
CareDecision Corporation Shares of Series C Convertible Preferred Stock and Common Stock Warrants SUBSCRIPTION AGREEMENTSubscription Agreement • February 11th, 2005 • Caredecision Corp • Services-computer programming services • California
CareDecision Corporation, a Nevada corporation (the "Company"), hereby confirms its agreement with Mercator Momentum Fund, L.P, and Monarch Pointe Fund, Ltd. (collectively, the "Purchasers") and Mercator Advisory Group, LLC (“MAG”), as set forth below.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 11th, 2005 • Caredecision Corp • Services-computer programming services • New York
THIS SECURITIES PURCHASE AGREEMENT, dated as of March 24, 2004, is entered into by and between CAREDECISION CORP., a Nevada corporation, with headquarters located at 2660 Townsgate Road, Suite 300, Westlake Village, CA 91361 (the “Company”), and the undersigned (the “Buyer”).
EXHIBIT D to Subscription Agreement REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 11th, 2005 • Caredecision Corp • Services-computer programming services • California
AGREEMENT dated as of February ___, 2005, between MERCATOR MOMENTUM FUND, L.P., and MONARCH POINTE FUND, LTD. (collectively, the “Funds”) and MERCATOR ADVISORY GROUP, LLC (“MAG”) (the Funds and MAG are referred to individually as a “Holder” and collectively as the “Holders”), and CareDecision, a Nevada corporation (the “Company”).
WARRANT TO PURCHASE COMMON STOCKWarrant Agreement • February 11th, 2005 • Caredecision Corp • Services-computer programming services • California
THIS WARRANT CERTIFIES THAT for value received, Mercator Advisory Group, LLC or its registered assigns (hereinafter called the “Holder”) is entitled to purchase from CareDecision Corporation (hereinafter called the “Company”), the above referenced number of fully paid and nonassessable shares (the “Shares”) of common stock (the “Common Stock”), of Company, at the Warrant Price per Share referenced above; the number of shares purchasable upon exercise of this Warrant referenced above being subject to adjustment from time to time as described herein. This Warrant is issued in connection with that certain Subscription Agreement dated as of the date hereof, by and between the Company and Holder (the “Subscription Agreement”). The exercise of this Warrant shall be subject to the provisions, limitations and restrictions contained herein.
NOTE EXTENSION AGREEMENTNote Extension Agreement • February 11th, 2005 • Caredecision Corp • Services-computer programming services • New York
This Note Extension Agreement is dated as of September 24, 2004 (this “Agreement”) and is between CAREDECISION CORP. a Nevada corporation with an address at 2660 Townsgate Road, Westlake Village, Suite 300, CA 91361 (“Maker”) and PINNACLE INVESTMENT PARTNERS, L.P., a New York limited partnership with an address at 40 Wall Street, 24th Floor, New York, New York 10005 (“Payee”). Maker and Payee are sometimes referred to herein as the “Parties”.
NOTE EXTENSION AGREEMENTNote Extension Agreement • February 11th, 2005 • Caredecision Corp • Services-computer programming services • New York
This Note Extension Agreement is dated as of February 10, 2005 (this “Agreement”), and is between CAREDECISION CORP., a Nevada corporation with an address at 2660 Townsgate Road, Westlake Village, Suite 300, CA 91361 (“Maker”), and PINNACLE INVESTMENT PARTNERS, L.P., a New York limited partnership with an address at 40 Wall Street, 24th Floor, New York, New York 10005 (“Payee”). Maker and Payee are sometimes referred to herein as the “Parties”.
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • February 11th, 2005 • Caredecision Corp • Services-computer programming services • New York
PLEDGE AND SECURITY AGREEMENT is dated March 24, 2004, and is between CAREDECISION, CORP., a Nevada corporation (the “Pledgor”), and PINNACLE INVESTMENT PARTNERS, L.P., a New York limited partnership (the “Secured Creditor”).
