THIRD AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • May 3rd, 2024 • Assure Holdings Corp. • Surgical & medical instruments & apparatus
THIS THIRD AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Third Amendment”) is effective as of this 22nd day of March, 2024, by and among (i) DANAM HEALTH, INC., a Delaware corporation (“Buyer”); (ii) WELLGISTICS, LLC, a Florida limited liability company (the “Company”) (iii) STRATEGIX GLOBAL LLC, a Utah limited liability company (“Strategix”), NOMAD CAPITAL LLC, a Utah limited liability company (“Nomad”), JOUSKA HOLDINGS LLC, a Delaware limited liability company (“Jouska”; together with Strategix and Nomad, collectively, “Sellers” and, each, a “Seller”); (iv) the Persons identified as Seller Owners listed on Annex II hereto (collectively, the “Seller Owners” and, each, a “Seller Owner”; Seller Owners, together with Sellers, the “Seller Parties” and, each, a “Seller Party”); and (v) BRIAN NORTON, a resident of the State of Montana, in his capacity as Seller Representative (“Seller Representative”; together with Buyer, Sellers, and Seller Owners, collectively, the “Parties”
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • May 3rd, 2024 • Assure Holdings Corp. • Surgical & medical instruments & apparatus • Delaware
WHEREAS, Assure, Assure Acquisition Corp., a Delaware corporation and wholly owned subsidiary of Assure (“Merger Sub”) and Danam have entered into an Agreement and Plan of Merger dated as of February 12, 2024, as amended by the Partial Waiver and Amendment Agreement, dated as of April 8, 2024 (the “Merger Agreement”), pursuant to which (and subject to the terms and conditions set forth therein) Merger Sub will merge with and into Danam, with Danam continuing as the surviving corporation in the merger (the “Merger”);
MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • May 3rd, 2024 • Assure Holdings Corp. • Surgical & medical instruments & apparatus • Florida
This MEMBERSHIP INTEREST PURCHASE AGREEMENT (“Agreement”) is made as of __ January 2023, by and among Nikul Panchal, an individual resident of the State of Florida (“Seller”) and DANAM HEALTH, Inc., a Delaware corporation (“Buyer”). Buyer, Company and Seller are each referred to herein as a “Party” and collectively as “Parties.”
DANAM HEALTH, INC. EXECUTIVE EMPLOYMENT AGREEMENTEmployment Agreement • May 3rd, 2024 • Assure Holdings Corp. • Surgical & medical instruments & apparatus • Florida
THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is entered into this January 18th 2024, to be effective as of the Effective Date as defined below between Danam Health, Inc., a Delaware corporation (the “Company”), and Timothy Canning, an individual (the “Executive”) (each of the Company and Executive are referred to herein as a “Party”, and collectively referred to herein as the “Parties”).
LEASELease • May 3rd, 2024 • Assure Holdings Corp. • Surgical & medical instruments & apparatus
AMENDMENTAssure Holdings Corp. • May 3rd, 2024 • Surgical & medical instruments & apparatus
THIS “AMEDMENT” is made effective as of 1 April 2023 to that certain Membership Interest Purchase Agreement dated January 2023 (the “Agreement”) by and between Nikul Panchal (“Seller”) on the one hand and Danam Health, Inc. (“Buyer”) on the other hand. Capitalized terms not otherwise defined shall have the same meaning ascribed to them herein as in the Agreement.
MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • May 3rd, 2024 • Assure Holdings Corp. • Surgical & medical instruments & apparatus • Kansas
This MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”), dated as of May 11, 2023, is made by and among (i) DANAM HEALTH, INC., a Delaware corporation (“Buyer”); (ii) WELLGISTICS, LLC, a Florida limited liability company (the “Company”) (iii) STRATEGIX GLOBAL LLC, a Utah limited liability company (“Strategix”), NOMAD CAPITAL LLC, a Utah limited liability company (“Nomad”), JOUSKA HOLDINGS LLC, a Delaware limited liability company (“Jouska”; together with Strategix and Nomad, collectively, “Sellers” and, each, a “Seller”); (iv) the Persons identified as Seller Owners listed on Annex II hereto (collectively, the “Seller Owners” and, each, a “Seller Owner”; Seller Owners, together with Sellers, the “Seller Parties” and, each, a “Seller Party”); and (v) BRIAN NORTON, a resident of the State of Montana, in his capacity as Seller Representative (“Seller Representative”; together with Buyer, Sellers, and Seller Owners, collectively, the “Parties” and, each, a “Party”).
