COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • February 25th, 2016 • Activecare, Inc. • Communications equipment, nec
THIS COMMON STOCK PURCHASE WARRANT (the "Warrant") certifies that, for value received, _____________ or its assigns (the "Holder") is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after [the date hereof]1 [as to 25% of the Warrant Shares issuable hereunder, the first date that an Event of Default occurs under the Debentures, as to 37.5% of the Warrant Shares issuable hereunder, the second date that an Event of Default occurs under the Debentures and 37.5% of the Warrant Shares issuable hereunder, on the third date that an Event of Default occurs under the Debentures (which subsequent Events of Default may be the same Events of Default as the prior Events of Default, including but not limited to a failure of the Company to make serial periodic principal or interest payments on existing Indebtedness)]2 (the "Initial Exercise Date") and on or prior to the close of business on the [five]3 [ten]4 year annivers
Loan and Security AgreementLoan and Security Agreement • February 25th, 2016 • Activecare, Inc. • Communications equipment, nec • California
THIS LOAN AND SECURITY AGREEMENT ("Agreement") is entered into on the above date (the "Effective Date") between PARTNERS FOR GROWTH IV, L.P. ("PFG"), whose address is 1660 Tiburon Blvd., Suite D, Tiburon, CA 94920 and Borrower(s) named above (jointly and severally, the "Borrower"), whose chief executive offices are located at the above addresses ("Borrower's Address"). The Schedules to this Agreement (the "Schedules") being signed by the parties concurrently, are an integral part of this Agreement. (Definitions of certain terms used in this Agreement are set forth in Section 7 below.)
SECURITIES EXCHANGE AGREEMENTSecurities Exchange Agreement • February 25th, 2016 • Activecare, Inc. • Communications equipment, nec • New York
This Securities Exchange Agreement (this "Agreement") is dated as of February 19, 2016, between ActiveCare, Inc., a Delaware corporation (the "Company"), and each holder identified on the signature pages hereto (each, including its successors and assigns, a "Holder" and collectively, the "Holders").
Addendum #1 to the Settlement Agreement Between ActiveCare, Inc. and Advance Technology Investors Dated May 20, 2015Settlement Agreement • February 25th, 2016 • Activecare, Inc. • Communications equipment, nec
On this day of February 16, 2016, this Addendum#1 associated with the Promissory Note dated May 20, 2015 by and between ActiveCare, Inc. (Borrower) and Advance Technology Investors (Lender) is agreed to be altered in the following to points:
WARRANTWarrant Agreement • February 25th, 2016 • Activecare, Inc. • Communications equipment, nec • California
THIS WARRANT ("WARRANT") TO PURCHASE SHARES IN THE CAPITAL OF ACTIVECARE, INC., A DELAWARE CORPORATION (THE "COMPANY") IS ISSUED ON THE ISSUE DATE PURSUANT TO THE TERMS OF THAT CERTAIN LOAN AND SECURITY AGREEMENT BETWEEN THE COMPANY AND PARTNERS FOR GROWTH IV, L.P. (THE "LOAN AGREEMENT"). THIS WARRANT IS SOLD IN A PRIVATE TRANSACTION, WITHOUT REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND REGULATIONS PROMULGATED THEREUNDER (THE "SECURITIES ACT") OR THE SECURITIES LAWS OF ANY STATE, AND MAY BE OFFERED OR SOLD ONLY IF REGISTERED UNDER THE SECURITIES ACT AND SUCH LAWS OR IF AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS IS AVAILABLE.
SETTLEMENT AGREEMENTSettlement Agreement • February 25th, 2016 • Activecare, Inc. • Communications equipment, nec
This Settlement Agreement ("Agreement") is made effective this 9th day of February, 2016 by and between ActiveCare, Inc., a Delaware corporation (the "Company"), and ______________, an individual (the "Investor").
Addendum #1 to the Settlement Agreement Between ActiveCare, Inc. and Bluestone Advisors Dated September 23, 2015Settlement Agreement • February 25th, 2016 • Activecare, Inc. • Communications equipment, nec
PROMISSORY NOTEPromissory Note • February 25th, 2016 • Activecare, Inc. • Communications equipment, nec • Utah
FOR VALUE RECEIVED, the undersigned, ActiveCare, Inc. ("Borrower") promises to pay ADP Management Corp. ("Lender") 1401 North 1075 West, Suite 240, Farmington, UT 84025 or at other place as Lender may designate in writing, the original principal sum of Five Hundred Forty One Thousand, Six Hundred Eight Five Dollars and Thirty Seven Cents ($541,685.37) as referenced in LOAN AGREEMENT dated February 18, 2016, together with interest which shall accrue and other amounts which may become due in accordance with the following provisions of the Promissory Note (the "Note"):
Purchase and Sale Agreement ("Agreement")Purchase and Sale Agreement • February 25th, 2016 • Activecare, Inc. • Communications equipment, nec • New Jersey
MERCHANT AGREEMENTMerchant Agreement • February 25th, 2016 • Activecare, Inc. • Communications equipment, nec • Pennsylvania
Merchant hereby sells, assigns and transfers to ________ (making ________ the absolute owner) in consideration of the funds provided ("Purchase Price") specified below, all of Merchant's future receipts, accounts, contract rights and other obligations arising from or relating to the payment of monies from Merchant's customers' and/or other third party payers (collectively the "Receipts" defined as all payments made by cash, check, credit or debit card, electronic transfer or other form of monetary payment in the ordinary course of the merchant's business) until such time as the " R e c ei pt s Pu rc ha s ed A mou nt" has been delivered by Merchant to ________.
