SUBSCRIPTION AGREEMENTSubscription Agreement • August 30th, 2017 • Carolina Complete Health Network, Inc. • Hospital & medical service plans • Delaware
THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD OF TIME. NO PUBLIC MARKET EXISTS FOR THE SECURITIES, AND NO PUBLIC MARKET IS EXPECTED TO DEVELOP FOLLOWING THIS OFFERING.
STOCKHOLDERS’ AGREEMENTStockholders’ Agreement • August 30th, 2017 • Carolina Complete Health Network, Inc. • Hospital & medical service plans • Delaware
This Stockholders’ Agreement (this “Agreement”) is made as of [_________] [__], 2017 by and among Carolina Complete Health Network, Inc., a Delaware corporation (the “Company”), the entities that have purchased shares of the Company’s Class P Common Stock, par value $0.01 per share (the “Class P Common Stock”) and have delivered a counterpart signature page hereto (the “CHC Investors”) and the natural persons that have purchased a share of Class P Common Stock and have delivered a counterpart signature page hereto (the “Provider Investors” and, together with the CHC Investors, the “Stockholders”).
SERVICES AND LICENSE AGREEMENTServices and License Agreement • August 30th, 2017 • Carolina Complete Health Network, Inc. • Hospital & medical service plans • Delaware
THIS SERVICES AND LICENSE AGREEMENT (this “Agreement”) is made and entered into this 10th day of January, 2016 (the “Effective Date”) by and between Centene Corporation, a Delaware corporation (“Centene”), and Formation Subsidiary, Inc., a Delaware corporation (“Network Sub” and together with Centene, collectively, the “Parties” and each a “Party”).
FIRST AMENDMENT TO SERVICES AND LICENSE AGREEMENTServices and License Agreement • August 30th, 2017 • Carolina Complete Health Network, Inc. • Hospital & medical service plans • Delaware
THIS FIRST AMENDMENT TO SERVICES AND LICENSE AGREEMENT (this “First Amendment”) is made and entered into this 25th day of August, 2017, by and between Centene Corporation, a Delaware corporation (“Centene”) and Carolina Complete Health Network, Inc. (f/k/a Formation Subsidiary, Inc.), a Delaware corporation (“Network Sub” and together with Centene, collectively, the “Parties” and each a “Party”).
NETWORK LICENSE AND MANAGEMENT SERVICES AGREEMENTNetwork License and Management Services Agreement • August 30th, 2017 • Carolina Complete Health Network, Inc. • Hospital & medical service plans • North Carolina
THIS NETWORK LICENSE AND MANAGEMENT SERVICES AGREEMENT (this “Agreement”) is made and entered into this ____ day of ______, 20__ (the “Effective Date”) by and between Carolina Complete Health, Inc., a North Carolina corporation (“PlanCo”), and Carolina Complete Health Network, Inc., a Delaware corporation (“Network Sub” and together with PlanCo, collectively, the “Parties” and each a “Party”).
PARTNERSHIP AGREEMENT OF CAROLINA COMPLETE HEALTH HOLDING COMPANY PARTNERSHIP August 29, 2017Partnership Agreement • August 30th, 2017 • Carolina Complete Health Network, Inc. • Hospital & medical service plans • Delaware
THIS PARTNERSHIP AGREEMENT (this “Agreement”) of CAROLINA COMPLETE HEALTH HOLDING COMPANY PARTNERSHIP, a Delaware general partnership (the “Company”), is made and entered into effective as of this 29th day of August, 2017 (the “Effective Date”) by and among, CAROLINA COMPLETE HEALTH NETWORK, INC., a Delaware corporation (“Network Sub”), CENTENE HEALTH PLAN HOLDINGS, INC., a Delaware corporation (“Centene Sub” and, together with Network Sub, the “Initial Partners”), CENTENE CORPORATION, a Delaware corporation (“Centene”) (solely for purposes of Section 10.13), and each other Person who, after the date hereof, lawfully acquires Partnership Units and, through the execution of a Joinder Agreement, becomes a party to this Agreement (such Persons, together with the Initial Partners, collectively, the “Partners”). Each of the Partners may also be referred to herein individually as a “Party” and collectively as the “Parties”.
LOAN AND SECURITY AGREEMENT BY AND BETWEEN CAROLINA COMPLETE HEALTH NETWORK, INC., as Borrower, and CENTENE CORPORATION, as Lender Dated as of [_______] LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 30th, 2017 • Carolina Complete Health Network, Inc. • Hospital & medical service plans • Missouri
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) is made and entered into as of this _____ day of _______, 20__ (the “Effective Date”), by and between Centene Corporation, a Delaware corporation (“Lender”) and CAROLINA COMPLETE HEALTH NETWORK, INC., a Delaware corporation (“Borrower” and together with Lender, the “Parties” and each a “Party”).
MASTER SERVICES AGREEMENTMaster Services Agreement • August 30th, 2017 • Carolina Complete Health Network, Inc. • Hospital & medical service plans • North Carolina
This document will serve as the Master Services Agreement (“Agreement”), and both Biologue and CCHN acknowledge the effective date of this Agreement to be January 2, 2017 (the “Effective Date’).
