INDEMNITY AGREEMENTIndemnity Agreement • February 2nd, 2009 • Favrille Inc • Biological products, (no disgnostic substances) • California
THIS INDEMNITY AGREEMENT (this "Agreement") dated as of ___________ , 20___, is made by and between Favrille, Inc., a Delaware corporation (the "Company"), and ("Indemnitee").
EMPLOYMENT AGREEMENTEmployment Agreement • February 2nd, 2009 • Favrille Inc • Biological products, (no disgnostic substances) • California
THIS EMPLOYMENT AGREEMENT (this "Agreement"), dated as of January 27, 2009 (the "Effective Date"), is entered into among Favrille, Inc., a Delaware corporation ("Parent"), MyMedicalRecords, Inc., a Delaware corporation and wholly-owned subsidiary of Parent (the "Company") and Robert H. Lorsch (the "Executive").
November 23, 2005Favrille Inc • February 2nd, 2009 • Biological products, (no disgnostic substances) • California
This Letter Agreement sets forth the terms under which you agree to act as a marketing and strategic planning advisor for MyMedicalRecords.com ("MMR"), effective on the last date executed below. As such, you will seek actively strategic partnerships and alliances with other entities to market MMR's products and services.
Date: January 27, 2009 To: Board of Directors of Favrille, Inc. Cc: Bob Lorsch, Chairman & CEO, MyMedicalRecords.com, Inc. Subject: Resignation and Post-Merger Employment ArrangementFavrille Inc • February 2nd, 2009 • Biological products, (no disgnostic substances)
Reference is made to that certain Agreement and Plan of Merger and Reorganization, dated November 8, 2008 (the "Merger Agreement"), by and among Favrille, Inc., a Delaware corporation ("Favrille"), Montana Merger Sub, Inc., a Delaware corporation, and MyMedicalRecords.com, Inc., a Delaware corporation. Capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms in the Merger Agreement.
ALLONGEAllonge • February 2nd, 2009 • Favrille Inc • Biological products, (no disgnostic substances)
This Allonge, dated January 27, 2009 (this "Allonge"), is to be physically attached to that certain Promissory Note entitled as "Second Amended and Restated Promissory Note" in the stated amount of "$1,000,000 or more", dated August 1, 2008 by and between My MedicalRecords.com, Inc., a Delaware corporation ("Borrower") and The RHL Group, Inc., a California corporation ("Lender") (as amended and modified hereby, the "NOTE"). Reference is also made to that certain Security Agreement, dated July 31, 2007 by and between Borrower and Lender which secured Borrower's obligations under the NOTE (as amended and modified hereby, the "Security Agreement").
Date: January 27, 2009 To: Board of Directors of Favrille, Inc. Cc: Bob Lorsch, Chairman & CEO, MyMedicalRecords.com, Inc. Subject: Resignation and Post-Merger Employment ArrangementFavrille Inc • February 2nd, 2009 • Biological products, (no disgnostic substances)
Reference is made to that certain Agreement and Plan of Merger and Reorganization, dated November 8, 2008 (the "Merger Agreement"), by and among Favrille, Inc., a Delaware corporation ("Favrille"), Montana Merger Sub, Inc., a Delaware corporation, and MyMedicalRecords.com, Inc., a Delaware corporation. Capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms in the Merger Agreement.
AGREEMENTAgreement • February 2nd, 2009 • Favrille Inc • Biological products, (no disgnostic substances)
This Letter Agreement, dated as of December 30, 2008, is made by and among mymedicalrecords.com, Inc., a Delaware corporation (the "Company"), and Richard Teich, an individual ("Employee"), sets forth the material terms under which the Company shall employ Employee.
EMPLOYMENT AGREEMENTEmployment Agreement • February 2nd, 2009 • Favrille Inc • Biological products, (no disgnostic substances) • California
THIS EMPLOYMENT AGREEMENT (this "Agreement"), dated as of January 27, 2009 (the "Effective Date"), is made by and among Favrille, Inc., a Delaware corporation ("Parent"), MyMedicalRecords, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (the "Company"), and Naj Allana (the "Executive").
August 24, 2006Favrille Inc • February 2nd, 2009 • Biological products, (no disgnostic substances) • California
This Letter Agreement sets forth the terms under which you agree to act as a marketing and strategic planning advisor for MyMedicalRecords.com, Inc. ("MMR"), effective on the last date executed below. As such, you will seek actively strategic partnerships and alliances with other entities to market MMR's products and services.
AMENDED AND RESTATED CONSULTING AGREEMENTConsulting Agreement • February 2nd, 2009 • Favrille Inc • Biological products, (no disgnostic substances)
This Amended and Restated Consulting Agreement (the "Agreement"), effective January 27, 2009 (the "Effective Date"), is entered into between MyMedicalRecords, Inc (formerly mymedicalrecords.com, Inc.) ("MMR") and The RHL Group, Inc. ("RHL"), and amends and restates the Consulting Agreement between MMR and RHL dated as of July 1, 2006 (the "Original Agreement") in its entirety. MMR and RHL may be referred to each as a "Party" and jointly as the "Parties".
The Rebensdorf Group, Inc. 260 Newport Center Drive Suite 407 Newport Beach, CA 92660Letter Agreement • February 2nd, 2009 • Favrille Inc • Biological products, (no disgnostic substances) • California
This letter agreement (the "Agreement") sets forth the terms under which the Company shall engage The Rebensdorf Group, Inc. ("TRGI") to act as financial advisor to the Company, commencing upon your acceptance of this Agreement, in connection with a private placement of up to $8.0 million of equity, debt, or a combination thereof, (a "Transaction"), on a reasonable best efforts basis on terms satisfactory to the Company.
