SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 24th, 2005 • World Health Alternatives Inc • Services-help supply services • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 17, 2005, among World Health Alternatives, Inc., a Florida corporation (the “Company”), and the purchasers identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 24th, 2005 • World Health Alternatives Inc • Services-help supply services • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 17, 2005, by and among World Health Alternatives, Inc., a Florida corporation (the “Company”), and the purchasers signatory hereto (each such purchaser, a “Purchaser” and collectively, the “Purchasers”).
COMMON STOCK PURCHASE WARRANT To Purchase Shares of Common Stock of WORLD HEALTH ALTERNATIVES, INC. Date of Issuance: May , 2005Security Agreement • August 24th, 2005 • World Health Alternatives Inc • Services-help supply services
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) CERTIFIES that, for value received, (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 of issuance of this Warrant (the “Initial Exercise Date”) and on or prior to the Third anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from World Health Alternatives, Inc., a Florida corporation (the “Company”), up to shares (the “Warrant Shares”) of Common Stock, par value $0.001 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock (the “Exercise Price”) under this Warrant shall be $ , subject to adjustment hereunder. The Exercise Price and the number of Warrant Shares for which the Warrant is exercisable shall be subject to adjustment as provided herein. Capitalized terms used and not otherwise defined herein shall have the meanin
SENIOR CONVERTIBLE DEBENTURE DUE AUGUST 17, 2008Securities Agreement • August 24th, 2005 • World Health Alternatives Inc • Services-help supply services
THIS DEBENTURE is one of a series of duly authorized and issued Senior Convertible Debentures of World Health Alternatives, Inc., a Florida corporation, having a principal place of business at 777 Penn Center Blvd., Suite 111, Pittsburgh, PA 15235 (the “Company”), designated as its Senior Convertible Debenture, due August 17, 2008 (the “Debentures”). Capitalized terms used but not defined herein shall have the meanings set forth in the Purchase Agreement.
BRIDGE LOAN AGREEMENTBridge Loan Agreement • August 24th, 2005 • World Health Alternatives Inc • Services-help supply services • New York
THIS BRIDGE LOAN AGREEMENT, dated as of August 18, 2005, is entered into by and between WORLD HEALTH ALTERNATIVES, INC., a Florida corporation (the “Company”), and each individual or entity named on a signature page hereto (as used herein, each such signatory is referred to as the “Lender” or a “Lender”) (each agreement with a Lender being deemed a separate and independent agreement between the Company and such Lender, except that each Lender acknowledges and consents to the rights granted to each other Lender [each, an “Other Lender”] under such agreement and the Transaction Agreements, as defined below, referred to therein).
