WARRANT TO PURCHASE COMMON STOCK OF CAREVIEW COMMUNICATIONS, INC.Warrant Agreement • May 20th, 2019 • CareView Communications Inc • Radio & tv broadcasting & communications equipment • New York
This Warrant is issued in connection with the Registered Holder’s Tranche Three Loan (as defined in the Credit Agreement) to CareView Communications, Inc., a Texas corporation and a wholly owned subsidiary of the Company (the “Borrower”), made as of May 15, 2019, pursuant to that certain Credit Agreement dated as of June 26, 2015, as amended, including by that certain Fifth Amendment to Credit Agreement, dated as of May 15, 2019 (as amended, the “Credit Agreement”), by and among the Company, the Borrower, PDL Investment Holdings, LLC (as assignee of PDL BioPharma, Inc.), a Delaware limited liability company (as the Initial Lender and as Agent (each as defined in the Credit Agreement)) and Steven G. Johnson and the Registered Holder, individually (each, as a Tranche Three Lender (as defined in the Credit Agreement)).
TWELFTH AMENDMENT TO NOTE AND WARRANT PURCHASE AGREEMENTNote and Warrant Purchase Agreement • May 20th, 2019 • CareView Communications Inc • Radio & tv broadcasting & communications equipment • Delaware
This TWELFTH AMENDMENT TO NOTE AND WARRANT PURCHASE AGREEMENT, dated as of May 15, 2019 (this “Amendment”), is made by and among CAREVIEW COMMUNICATIONS, INC., a Nevada corporation (the “Company”), such of the Existing Investors (as defined below) who are identified as investors on Annex I attached hereto (the “Investors”), the HealthCor Parties (as defined below), and such additional Existing Investors as, together with the HealthCor Parties and the Investors (collectively, the “Majority Investors”), are holders of at least a majority of the shares of Common Stock issued or issuable (on an as converted basis) upon conversion of the Notes and Warrants.
FOURTEENTH AMENDMENT TO MODIFICATION AGREEMENTModification Agreement • May 20th, 2019 • CareView Communications Inc • Radio & tv broadcasting & communications equipment • New York
This FOURTEENTH AMENDMENT TO MODIFICATION AGREEMENT (this “Amendment”) is made and entered into as of May 15, 2019 (the “Amendment Effective Date”), by and among CAREVIEW COMMUNICATIONS, INC., a Nevada corporation (“Holdings”), CAREVIEW COMMUNICATIONS, INC., a Texas corporation and a wholly owned subsidiary of Holdings (the “Borrower”), CAREVIEW OPERATIONS, L.L.C., a Texas limited liability company (the “Subsidiary Guarantor”), and PDL INVESTMENT HOLDINGS, LLC (as assignee of PDL BioPharma, Inc.), a Delaware limited liability company (both in its capacity as the lender (“Lender”) and in its capacity as Agent (solely in such capacity as Agent, the “Agent”)) under the Credit Agreement (as defined below).
FIFTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • May 20th, 2019 • CareView Communications Inc • Radio & tv broadcasting & communications equipment • New York
This Credit Agreement dated as of June 26, 2015 (as amended by the First Amendment, the Second Amendment, the Third Amendment, the Fourth Amendment, the Fifth Amendment and as may be further amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is made among CareView Communications, Inc., a Nevada corporation (“Holdings”), CareView Communications, Inc., a Texas corporation and a wholly-owned subsidiary of Holdings (the “Borrower”), PDL BioPharma, Inc.Investment Holdings, LLC, a Delaware corporationlimited liability company, as the lender (the “Lender”), and PDL BioPharma, Inc.Investment Holdings, LLC, a Delaware corporationlimited liability company, not individually, but as the Agent (as defined below).
TRANCHE THREE TERM NOTETerm Note • May 20th, 2019 • CareView Communications Inc • Radio & tv broadcasting & communications equipment
This Note (a) is one of the Notes referred to in the Credit Agreement dated as of June 26, 2015 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among the Borrower, CareView Communications, Inc., a Nevada corporation and the direct parent of the Borrower (“Holdings”), PDL Investment Holdings, LLC (as assignee of PDL BioPharma, Inc.), a Delaware limited liability company, as Lender and as Agent, and any other entities from time to time party thereto and (b) is subject to the provisions of the Credit Agreement. This Note is secured and guaranteed as provided in the Loan Documents. Reference is hereby made to the Loan Documents for a description of the properties and assets in which a security interest has been granted, the nature and extent of the security and the guarantees, the terms and conditions upon which the security interests and each guarantee were granted and the rights of the holder of this Note in respect thereof. B
