AUTHENTIDATE HOLDING CORP. COMMON STOCK PURCHASE WARRANTLazarus Management Co LLC • December 17th, 2015 • Services-computer integrated systems design • New York
THIS CERTIFIES THAT, for value received, the Holder is entitled to purchase, and AUTHENTIDATE HOLDING CORP., a Delaware corporation (the "Company"), promises and agrees to sell and issue to the Holder, at any time, or from time to time, during the Exercise Period, up to ONE MILLION (1,000,000) shares of Common Stock, par value $0.001 per share (the "Common Stock"), of the Company, at the Exercise Price, subject to the provisions and upon the terms and conditions hereinafter set forth. This Warrant is issued by the Company pursuant to that certain Note Exchange Agreement dated as of December 15, 2015 (the "Exchange Agreement") pursuant to which the Company
ContractJoint Filing Agreement • December 17th, 2015 • Lazarus Management Co LLC • Services-computer integrated systems design
This will confirm the agreement by and among the undersigned that the Schedule 13D filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the common stock, par value $0.001 per share, of Authentidate Holding Corp., a Delaware corporation, is being filed, and all amendments thereto will be filed, on behalf of each of the persons and entities named below in accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
STOCKHOLDER VOTING AGREEMENTStockholder Voting Agreement • December 17th, 2015 • Lazarus Management Co LLC • Services-computer integrated systems design • Delaware
THIS STOCKHOLDER VOTING AGREEMENT (this "Agreement") is made and entered into as of December 15, 2015, by and among Peachstate Health Management LLC, a limited liability company formed under the laws of the state of Georgia ("Target"), Authentidate Holding Corp., a Delaware corporation ("Buyer"), and the undersigned stockholders (each, a "Stockholder" and, collectively, the "Stockholders") of Buyer.
December 15, 2015Lazarus Management Co LLC • December 17th, 2015 • Services-computer integrated systems design
The undersigned is the owner ("Securityholder") of the various securities of Authentidate Holding Corp. (the "Company") as set forth on Schedule A to this letter agreement (the "Agreement").
NOTE EXCHANGE AGREEMENTNote Exchange Agreement • December 17th, 2015 • Lazarus Management Co LLC • Services-computer integrated systems design • New York
THIS NOTE EXCHANGE AGREEMENT (this "Agreement") is dated as of December 15, 2015, between Authentidate Holding Corp., a Delaware corporation with its address at Authentidate Holding Corp., Connell Corporate Center, 300 Connell Drive, Berkeley Heights, New Jersey 07922 (the "Company") and Lazarus Investment Partners LLLP (the "Holder"), with its address as set forth on the signature page to this Agreement.
