REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 16th, 2013 • Selway Capital Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the 10th day of April, 2013, by and among Selway Capital Acquisition Corporation, a Delaware corporation (the “Company”), and Gary Sekulski (the “Stockholders’ Representative”) as the representative of the stockholders (each, an “Investor” and collectively, the “Investors”) of Healthcare Corporation of America, a New Jersey corporation (“HCA”).
EMPLOYMENT AGREEMENTEmployment Agreement • April 16th, 2013 • Selway Capital Acquisition Corp. • Blank checks • New Jersey
The Employee wishes to serve in a managerial capacity for the Company and the Company desires to employ the Employee to provide such services upon the terms and conditions hereinafter set forth.
CREDIT AND SECURITY AGREEMENT between PRESCRIPTION CORPORATION OF AMERICA PCA BENEFITS, INC.Credit and Security Agreement • April 16th, 2013 • Selway Capital Acquisition Corp. • Blank checks • New York
THIS CREDIT AND SECURITY AGREEMENT (the “Agreement”) dated as of April 11, 2013, is entered into between PRESCRIPTION CORPORATION OF AMERICA, a New Jersey corporation, and PCA BENEFITS, INC., a New Jersey corporation (together, the “Borrower”), and SCM SPECIALTY FINANCE OPPORTUNITIES FUND, L.P., a Delaware limited partnership (the “Lender”).
MANAGEMENT SHARE ESCROW AGREEMENTManagement Share Escrow Agreement • April 16th, 2013 • Selway Capital Acquisition Corp. • Blank checks • New York
MANAGEMENT SHARE ESCROW AGREEMENT, dated as of April 10th, 2013 (“Agreement”) by and among Selway Capital Acquisition Corporation, a Delaware corporation (“Selway”), Healthcare Corporation of America, a New Jersey corporation (the “Company”), each of the key personnel of the Company signatory hereto (the “Key Personnel”), and American Stock Transfer & Trust Company, LLC, as escrow agent (the “Escrow Agent”).
MARKETING AND CONSULTING AGREEMENTMarketing and Consulting Agreement • April 16th, 2013 • Selway Capital Acquisition Corp. • Blank checks • New Jersey
This Marketing and Consulting Agreement (this “Agreement”) is made and entered into as of the 3rd Day of January, 2012, (Effective Date) by Prescription Corporation of America (“PCA”), a New Jersey corporation with a mailing address of 66 Ford Road Suite 230, Denville, New Jersey 07834 and Otis Fund with a mailing address of 36 Stonewall Drive Livingston, NJ 07039 referred to as (“Consultants”);
EMPLOYMENT AGREEMENTEmployment Agreement • April 16th, 2013 • Selway Capital Acquisition Corp. • Blank checks • New Jersey
Employment Agreement between Healthcare Corporation of America (the “Company”) and its subsidiaries and Gary J. Sekulski (the Employee”).
Consulting AgreementConsulting Agreement • April 16th, 2013 • Selway Capital Acquisition Corp. • Blank checks • New Jersey
This Consulting Agreement (the Agreement) is made and entered into as the 1st Day of October, 2012 (Effective Date) by and between Healthcare Corporation of America and its subsidiaries including but not limited to Prescription Corporation of America (PCA) or (Company), a New Jersey Corporation with a mailing address of 66 Ford Road Suite 230, Denville, New Jersey 07834 and Rx Services, Inc., Nitin Khandwala and Hemil Khandwala located at 7612 Bergenline Avenue, North Bergen, New Jersey 07047. (hereinafter referred to as “Consultant”);
VOTING AGREEMENTVoting Agreement • April 16th, 2013 • Selway Capital Acquisition Corp. • Blank checks • New York
This Voting Agreement (this “Agreement”) is made as of January 25, 2013 by and among Healthcare Corporation of America, a New Jersey Corporation (the “Company”), Selway Capital Acquisition Corporation, a Delaware corporation (the “Buyer”), and each of the individuals and entities signatory hereto (each a “Voting Party” and collectively, the “Voting Parties”).
