exhibit 10s...rede page 73 of 189 _ý__ 10060 a tri-med corporation wells fargo n.a. minnesota...
TRANSCRIPT
EXHIBIT 10
Filing # 30570965 E-Filed 08/06/2015 03:32:39 PM
REDE Page 73 of 189
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10 0 6 0A
TRI-MED CORPORATIONWells Fargo N.A.
MINNESOTA OFFICE EXPENSE ACCT.34931 US HIGHWAY 19 N. STE. 104
7PALM I4AR80R FL 34684-1901 7
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03/07/2014
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Y1372-110
Philadelphia PA 19101
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i - ---10062
TRI-MED CORPORATION Wels Fargo.N.A.
MINNESOTA OFFICE EXPENSE ACCT.34931 US HIGHWAY 29 N. STE. 104
PALM HARBOR FL 34684-1901 7f3/ 3
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03/07/2014
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10069
TRI-MED CORPORATIONWells Fargo N.A.
MINNESOTA OFFICE EXPENSE ACCT.
34931 US HIGHWAY 19 N. STE. 104
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REDE Page 97 of 189
TRI-MED CORPORATION wells Fag % N.A.
MINNESOTA OFFICE EXPENSE ACCT.34931 US HIGHWAY 19 N. STE. 104
J 3 eIPAW HARBOR FL 34681.1901
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03/07/2014
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TRI-MED CORPORATION Wells Fargo N.A.
MINNESOTA OFFICE EXPENSE ACCT.b3-751.631
34931 US HIGHWAY 9 N. STE. 104
PALM HARBOR FL 34684-901 7 d
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03/07/2014
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Y1372-110
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REDE Page 117 of 189
10096
TRI-MED CORPORATION Wells Fargo N.A.
MINNESOTA OFFICE EXPENSE ACCT.34931 US HIGHWAY 19 N. GTE. 104 63-751.631
PALM HARBOR. FL 34684-1901
PAY TOORDERS 4 ...ýýc lý-yý C j0Oýý d DOLLARS
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REQUEST 00005633714000000 20000.00
ROLL ECIA
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03/07/2014
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Y1372-110
Philadelphia PA 19101
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10105
TRI-MED CORPORATION Wells Fargo N.A.
MINNESOTA OFTICE EXPENSE ACCT.63-751-63134931 US HIGHWAY 19 H. STE. 104
PALM HAREIOR FL 34684.1903 A3
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ROLL ECIAJOB ECIA P ACCTREQUESTOR U138830
3/07/2014
Subpoena Processing Philadelphia
Y1372-110
Philadelphia PA 19101
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1.0099
TRI-MED CORPORATION Wells Fargo. N.A.
MINNESOTA OFFICE EXPENSE ACCT.3.751 631
34931 US HIGHWAY 19 N. $1 E. 104
PALM HARBOR FL 34694.190 / O f P ý3
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3/07/2014
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Y1372-110
Philadelphia PA 19101
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RE DE Page 135 of 189
10114
TRI-MED CORPORATION Wells Fargo N.A.
MINNESOTA OFFICE EXPENSE ACCT.34931 US HIGHWAY 19 N. SIE. 104 63.751.631
i 3 3PALM HARBOR FL 346841901
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REQUEST 20000.00
ROLLECIAJOB ECIA P ACCTREQUESTOR U138830
03/07/2014
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Philadelphia PA 19101
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ý 10122
TRI-MED CORPORATION Weds Fargo N.A.
MINNESOTA OFFICE EXPENSE ACCT.34931 US HIGHWAY 19 N. SIT. 104
PALM HARBOR FL 346841901
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ORDER F.O ý- f $ OOOý
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REQUEST 00005633714000000 25000.00
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03/07/2014
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Yl372-110
Philadelphia PA 19101
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REDE Page 151 of 189
10129
TRI-MED CORPORATION Wells Fargo. N.A.
MINNESOTA OFFICE EXPENSE ACCT.34931 US HIGHWAY 19 N. STE. 104
PALM HARBOR rL 346841901 1 $
PRY 70 THE$ 34 000ORDER OF
tY FDOLLARS
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03/07/2014
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Philadelphia PA 19101
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REDE Page 162 of 189
10141
TRI-MED CORPORATION Wells Fargo N.A.
MINNESOTA OFFICE EXPENSE ACCT.34931 US HIGHWAY 19 N. STE. 104
PALM HARBOR FL 34684.1901 fZ f
PAY TO THEORDER OF L b1-fC V c T w1 ýýG tý/n ýVaY3 ýý
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03/07/2014
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10126AP
TRI-MED CORPORATION Wells Fargo N.A.
MNNESOTA OFFICE EXPENSE ACCT.
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REQUEST 00005633714000000 10000.00
ROLL ECIAJOB ECIA P ACCTREQUESTOR U138830
03/07/2014
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Y1372-110
Philadelphia PA 19101
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REDE Page 186 of 189
-- - ---10159
TRI-MED CORPORATION Wells Fargo N.A.
MINNESOTA OFFICE EXPENSE ACCT.fi3.751-63134931 US HIGHWAY 19 N. STE. 104
PALM HARBOR FL 34664.1901 Z Z L li
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ROLL ECIA
JOB ECIA P ACCTREQUESTOR U138830
03/07/2014
Subpoena Processing Philadelphia
Y1372-110
Philadelphia PA 19101
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EXHIBIT 11
Filing # 30570965 E-Filed 08/06/2015 03:32:39 PM
EXHIBIT 12
Filing # 30570965 E-Filed 08/06/2015 03:32:39 PM
WELLSFARGOBANK
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COMPOSITE EXHIBIT 13
Filing # 30572170 E-Filed 08/06/2015 03:42:25 PM
REDE Page 39 of 189
10033
TRI-MED CORPORATION Wells FaraaN.A.i
MINNESOTA OFFICE EXPENSE ACCT.34931 US HIGHWAY 19 N. STE. 104
PALM HARBOR FL 34684.1901
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ORDER OFE /4 C4A. 000
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JOB ECIA P ACCTREQUESTOR U138830
03/07/2014
Subpoena Processing Philadelphia
Y1372-110
Philadelphia PA 19101
REDACTED
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REDE Page 56 of 189
10046
TRIMED CORPORATION Wells Fargo N.A.
MINNESOTA OFFICE EXPENSE ACCT.
34931 US HIGHWAY 19 It STE. 104
IPALM HARBOR FL34684.1901
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ROLL ECIAJOB ECIA P ACCTREQUESTOR U138830
03/07/2014
Subpoena Processing Philadelphia
Y1372-110
Philadelphia PA 19101
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10050
TRI-MED CORPORATION Wells Fargo N.A.
MINNESOTA OFFICE EXPENSE ACCT./
34931 US HIGHWAY 19 N. STE. 104
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ROLL ECIAJOB ECIA P ACCTREQUESTOR U138830
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10063
TRI-MED CORPORATION Welb Fargo NA.
MINNESOTA OFFICE EXPENSE ACCT.
34931 US HIGHWAY 19 N. STE. 104 ýPALNLHARBORF134684-1901 7 3 3
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ROLL ECIAJOB ECIA P ACCTREQUESTOR U138830
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Philadelphia PA 19101
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REQUEST 00ROLL ECIAJOB ECIA ACCT
REQUESTOR U138830
03072014
Subpoena Processing Philadelphia13Philadelphia PA 19101
TRIMED CORPORATIONIQOhACCOUNT
34931 US HIGHWAY 19 STE 104
PALM it 346841901
PAY THE
ORDERMANAGEMENT
SeventyFive Thousand and 0011 00
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TRI MED MANAGEMENT INC
201 811TH STUNIT 1520
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10075
TRI-MED CORPORATION Wells Fargo N.A.
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10080-M
TRI-MED CORPORATION Wells Fargo N.A.
MINNESOTA OFFICE EXPENSE ACCT.34931 US HIGHWAY 19 N. STE. 104
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ROLL ECIAJOB ECIA P ACCTREQUESTOR U138830
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10092
TRI-MED. CORPORATION Wells Fargo N.A.
MINNESOTA OFFICE EXPENSE ACCT.ý34931 US HIGHWAY 19 N. STE. 104
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COMPOSITE EXHIBIT 14
Filing # 30572170 E-Filed 08/06/2015 03:42:25 PM
Page 1 of 2
ASSIGNMENT OF MEDICAL RECEIVABLES (BK Value # 1)
THIS ASSIGNMENT OF MEDICAL RECEIVABLES (this "Assignment") is made this 26th day of September, 2013. by and between Interventional Pain Center ("Assignor") and Tri-Med Corporation, the ("Assignee"),
WHEREAS, the Patient(s) listed on Exhibit A owe Assignor certain outstanding medical charges as set forth on Exhibit A (collectively, the "Account Receivable");
WHEREAS, the Account Receivable and all related rights (including, but not limited to, all of Assignor's rights under letters of protection relating thereto and all of Assignor's rights as iii secured party in respect thereof) are referred to herein as the "Assigned Assets" ;
WHEREAS, Assignor desires to assign to Assignee, and Assignee desires to accept the assignment of, all of Assignor's rights, title and interest in, to and under the Assigned Assets;
NOW THEREFORE, the parties agree as follows:
1. Recitals. The foregoing recitals are true and correct and are incorporated herein by reference.
2. Assignment. Assignor hereby sells, transfers, sets over and assigns to Assignee all of Assignor's rights, title, and Interest in, to and under the Assigned Assets. Such assignment includes, without limitation, the transfer to Assignee of the sole and exclusive right to:
a. demand and receive payment of the obligations represented by the Account Receivable;
b. issue payment instructions with respect to the payment of the obligations represented by the Account Receivable;
c. enforce any security Interest or other rights the Assignor may have in the assets of the patient; and
d. enforce all other rights and remedies of Assignor under the Assigned Assets (including, without limitation, all rights and remedies of a secured creditor under the applicable Uniform Commercial Code or other applicable law to the extent of any security interest a rising under or in connection with the Assigned Assets) . The Assignee shall not be deemed by anything contained herein, or In any other agreement among the Assignee, the Assignor, and Patient or his/her attorney, to have assumed any liabilities whatsoever relating to, or arising out of, directly or indirectly, any Assigned Asset.
3. Outstanding Medical Charges. Assignor represents and warrants to Assignee that:
Assignor's Initials,--=qY:lL __ _
a. the total amount of the Account Receivable due under the Assigned Assets Is as set out on Exhibit A,
b. Assignor is the sole and exclusive owner of, and has valid title to, the Account Receivable, free and clear of all liens;
c. all obligations represented by the Account Receivable result from the provision by Assignor or any employee, agent or other affiliate thereof of bona fide medical services at reasonable and customary rates;
d. there are no claims pending or threatened against Assignor (including claims of set-off) relating to the services giving rise to the Account Receivable, nor is there any basis for any such claimj
e. there exist no disputes with regard to the validity or collectability of the Account Receivable, nor is there any basis for any such dlsputej and
f. neither Assignor nor, to Assignor's knowledge, the Patient or his/her attorney named in any Assigned Asset is In breach of any provision of the Assigned Assets.
4. Payment. In consideration of this AsSignment, Assignee shall pay to Assignor the sum set out in Exhibit A upon the execution and delivery hereof.
S. Notice of Assignment. Upon execution of this AsSignment, Assignor hereby authorizes AsSignee to provide immediate written notice of this Assignment to Patient and his/her attorney.
6. Duty to Cooperate. The Assignor, its agents, employees, members, shareholders, representatives and/or doctors agree to use Its best efforts to maximize the recovery of the assigned contracts/receivables, including but not limited to complying with any reasonable request for information or documentation by Assignee, complying in a timely manner with all subpoenas served on Assignor relating to any patient listed on Exhibit" A" and to cooperate in any reasonable manner with counsel for said patients and/or Assignee.
7. Sale Treatment; Security Interest. Assignor agrees to: (i) treat transfers to the Assignee of the Assigned Assets as a sale for all purposes; (II) not treat any Assigned Asset as an asset on the Assignor's books and records; (iii) not assign or rant any security interest in any Assigned Asset; (iv) 0 consents from
Assignee's Initials,-'lf"--"+' __
Page 2 of 2
patients that are required by law In order for the Assignee or its designee, if any, to obtain Information needed to obtain payment from the proceeds of a Patients related claim or lawsuit; and(v) not claim any ownership interest in any Assigned Asset.
In the event that, contrary to the mutuall"te"t of the Assignor and the Assignee, the sale and purchase of any Assigned Asset hereunder is not characterized as a sale, then the Assignor hereby grants to the Assignee, effective as of the date hereof, a first priority security Interest In and to the Assigned Assets (together with all accounts, chattel paper, and general intangibles related thereto, all rights, remedies, guarantees, security interests, and liens in respect of any of the foregoing, if any, all records (other than patient medical records to the extent protected from disclosure by law), and other Information necessary or relevant to the collection of the Assigned Assets, and all proceeds of any of the foregoing) to secure the repayment of all amounts advanced to or for the benefit of the Assignor. This Assignment Agreement shall be deemed to be a security agreement for such purposes.
8. Execution In Counterparts. This Assignment may be executed by the parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and both of which when taken together shall constitute one and the same agreement.
9. Severability. If any provision of this Assignment is held to be illegal, invalid, or unenforceable, such provision shall be fully severable, and the remaining provisions of this Assignment shall remain in full force and effect and shall not be affected thereby.
10. Amendments. No modification, waiver or amendment of this Assignment shall be valid unless the same is in writing and signed by the party against whom the enforcement of such modification, waiver or amendment Is sought.
11. Governing law. This Assignment shall be governed by the laws of the State of Florida without regard to the conflicts of law principles thereof.
12. Assignment. This Assignment shall be binding on, and shall inure to the benefit of, the parties hereto and their respective successors and permitted assigns. Assignee and any successor or assign thereof may at any time assign or transfer any of its rights or obligations hereunder without notice to or the consent of the Assignor. Assignor may not assign or transfer any of its rights or obligations hereunder without the prior written consent of the Assignee. Any purported assignment in violation of the foregOing shall be null and void.
IN WITNESS WHEREOF, the parties have executed this Assignment (8K Value # 1) as of the date written above.
ASSIGNOR: Interventional Pain Center ASSIGNEE: Tri -Med Corporation
10653 Wayzata Blvd suite 200
Minnetonka, MN 55305-1543
"Si!.&g.!ln~eJ,!d...!B!.lyt...:_....,~ Ih-l-:,<-.-== ___________ Slgned B . - fT4' "-'-'.--6lbf-7<-----------=
Printed name: Dr Chad Hill Printed name: nthon Nicholas III
T.!..i.,t",1 ec:.: -"O",w",n",e..,r.L1",C",1i n",i",c-,C",o",ol!.rd ... i",n",a",to",r,--"D",a",te"-"',-/L..!::"fJ.i::L-,I..«.> Tit Ie: Sec reta rv Treasu re r Date 9 f6 t/3
EXHIBIT A (BK Value # 1)
PATIENT OUTSTANDING MEDICAL CHARGES PURCHASE PRICE
Multiple patients $375,630.00 $112,689.00 (30%)
(See Attached Exhibit A)
Assignor's Initials.---"~,,,~,--__ Assignee's Initials.~-'\I'-__
Interventional Pain Center And DPS Combined book \J
Accumulated Funding 1 (AF1) i i
LastName FirstName Medor Chir Retail-
Initial Total Charge
Interventional Pain Center And DPS Combined book \i Accumulated Funding 1 (AF1)
Interventional Pain Center And DPS Combined book \I Accumulated Funding 1 (AF1)
i
lastName FirstName Retail-Initial Total Charge
Interventional Pain Center And DPS Combined book \J
Accumulated Funding 1 (AF1) j i
LastName FirstName MedorChiro Retail-Initial Total Charge
Interventional Pain Center And DPS Combined book \I Accumulated Funding 1 (AF1)
i
LastName FirstName
Interventional Pain Center And DPS Combined book \I Accumulated Funding 1 (AFl)
LastName Retail· Initial Total Charge
Interventional Pain Center And DPS Combined book \J
Accumulated Funding 1 (AF1) .i i
FirstName
Total Book value as at 9/26/2013 Count 206
Funded at 0.3\
MedorChir
375,630.00
112,689.00 \
Page lof2
ASSIGNMENT OF MEDICAL RECEIVABLES (BK Value # 2)
THIS ASSIGNMENT OF MEDICAL RECEIVABLES (this "Assignment") is made this 28th day of October. 2013. by and between Interventional Pain Center ("Assignor") and Tri-Med Corporation, the ("Assignee").
WHEREAS, the Patient(silisted on Exhibit A owe Assignor certain outstanding medical charges 35 set forth on Exhibit A (collectively, the "Account Receivable");
WHEREAS, the Account Receivable and all related rights (including, but not limited to, all of Assignor's rights under letters of protection relating thereto and all of Assignor's rights as a secured party in respect thereof) are referred to herein as the "Assigned Assets";
WHEREAS, Assignor desires to assign to Assignee, and Assignee desires to accept the assignment of, all of Assignor's rights, title and interest in, to and under the Assigned Assets;
NOW THEREFORE, the parties agree as follows :
1. Recitals. The foregoing recitals are true and correct and are incorporated herein by reference.
2. Assignment. Assignor hereby sells, transfers, sets over and assigns to Assignee all of Assignor's rights, title, and Interest In, to and under the Assigned Assets. Such assignment Includes, without limitation, the transfer to Assignee of the sole and exclusive right to:
a. demand and receive payment of the obligations represented by the Account Receivable;
b. issue payment instructions with respect to the payment of the obligations represented by the Account Receivable;
c. enforce any security interest or other rights the Assignor may have in the assets of the patient; and
d. enforce all other rights and remedies of Assignor under the Assigned Assets {including, without limitation, all rights and remedies of a secured creditor under the applicable Uniform Commercial Code or other applicable law to the extent of any security interest arising under or in connection with the Assigned Assets}. The Assignee shall not be deemed by anything contained herein, or in any other agreement among the Assignee, the Assignor, and Patient or his/her attorney, to have assumed any liabilities whatsoever relating to, or ariSing out of, directly or indirectly, any Assigned Asset.
3. Outstanding Medical Charges. Assignor represents and warrants to Assignee that:
Assignor's Initials q.t'
a. the total amount of the Account Receivable due under the Assigned Assets is as set out on Exhibit A,
b. Assignor is the sale and exclusive owner of, and has valid title to, the Account Receivable, free and clear of all liens;
c. all obligations represented by the Account Receivable result from the provision by AsSignor or any employee, agent or other affiliate thereof of bona fide medical services at reasonable and customary rates;
d. there are no claims pending or threatened against Assignor (including claims of set-off) relating to the services giving rise to the Account Receivable, nor is there any basis for any such claim;
e. there exist no disputes with regard to the validity or collectability of the Account Receivable, nor is there any basis for any such dispute; and
f. neither Assignor nor, to Assignor's knowledge, the Patient or his/her attorney named in any Assigned Asset is in breach of any provision of the Assigned Assets.
4. Payment. In consideration of this Assignment, Assignee shall pay to Assignor the sum set out in Exhibit A upon the execution and delivery hereof.
S. Notice of Assignment. Upon execution of this Assignment, Assignor hereby authorizes Assignee to provide Immediate written notice of this Assignment to Patient and his/her attorney.
6. Duty to Cooperate. The AsSignor, its agents, employees, members, shareholders, representatives and/or doctors agree to use its best efforts to maximize the recovery of the aSSigned contracts/receivables, Including but not limited to complying with any reasonable request for Information or documentation by Assignee, complying in a timely manner with all subpoenas served on Assignor relating to any patient listed on Exhibit "A" and to cooperate in any reasonable manner with counsel for said patients and/or Assignee.
7. Sale Treatment; Security Interest. Assignor agrees to: (i) treat transfers to the Assignee of the Assigned Assets as a sale for all purposes; (11) not treat any Assigned Asset as an asset on the Assignor's books and records; (ill) not assign or grant any security interest
i:::::~~:el:::~:; (iV)~ consents from \
Page 2 of 2
patients that are required by law In order for the Assignee or its designee, if any, to obtain information needed to obtain payment from the proceeds of a Patients related claim or lawsuit; and (v) not claim any ownership interest in any Assigned Asset.
In the event that, contrary to the mutual intent of the Assignor and the Assignee, the sale and purchase of any Assigned Asset hereunder is not characterized as a sale, then the Assignor hereby grants to the AsSignee, effective as of the date hereof, a first priority security interest In and to the Assigned Assets (together with all accounts, chattel paper, and general Intangibles related thereto, all rights, remedies, guarantees, security interests, and liens in respect of any of the foregOing, if any, all records (other than patient medical records to the extent protected from disclosure by law), and other information necessary or relevant to the collection of the Assigned Assets, and all proceeds of any of the foregoing) to secure the repayment of all amounts advanced to or for the benefit of the Assignor. This Assignment Agreement shall be deemed to be a security agreement for such purposes.
8. Execution in Counterparts. This Assignment may be executed by the parties hereto In separate counterparts, each of which when so executed shall be deemed to be an original and both of which when taken together shall constitute one and the same agreement.
9. Severability. If any provision of this Assignment is held to be illegal, invalid, or unenforceable, such provision shall be fully severable, and the remaining provisions of this Assignment shall remain in full force and effect and shall not be affected thereby.
10. Amendments. No modification, waiver or amendment of this Assignment shall be valid unless the same is in writing and signed by the party against whom the enforcement of such modification, waiver or amendment is sought.
11. Governing Law. This Assignment shall be governed by the laws of the State of Florida without regard to the conflicts of law principles thereof.
12. Assignment. This Assignment shall be binding on, and shall inure to the benefit of, the parties hereto and their respective successors and permitted assigns. Assignee and any successor or assign thereof may at any time assign or transfer any of Its rights or obligations hereunder without notice to or the consent of the Assignor. Assignor may not assign or transfer any of its rights or obligations hereunder without the prior written consent of the Assignee. Any purported aSSignment in violation of the foregoing shall be null and void.
IN WITNESS WHEREOF, the parties have executed this Asslgliment (8K Value # 2) as of the date written above.
ASSIGNOR: Interventional Pain Center
10653 Wayzata Blvd suite ZOO
Minnetonka. MN 55305-1543
Signed By: ~ Printed name: Dr Chad Hill
Title: Owner/Clinic Coordinator Date I~ / ~f1"'>
ASSIGNEE: Tri -Med Corporation
Signed "'B"':'-->rl--------___ ...:
Title: Secretary Treasurer Dat~ Itt; /!:.
EXHIBIT A (BK Value # 2)
PATIENT OUTSTANDING MEDICAL CHARGES PURCHASE PRICE
Multiple patients $143,135.70 $ 50,000.00 (35%)
(See Attached Exhibit A)
Assignor's Initials---=ar'----__ _ Assignee's Initials __ +-__
Interventional Pain Center book value Accumulated Funding 2 (AF2)
i
LastName FirstName . Retail-
Initial Total Charge
Interventional Pain Center book value Accumulated Funding 2 (AF2)
LastName FirstName MedorChiro Retail-
Initial Total Charge
Interventional Pain Center book value Accumulated Funding 2 (AF2)
LastName FirstName
T 5/2013 Count 70
Funded at ,-- -:J 0.351
MedorChiro Retail· Initial Total Charge
143,135.70
50,097.50 ,
Page 1 of 2
ASSIGNMENT OF MEDICAL RECEIVABLES (BK Value # 3)
THIS ASSIGNMENT OF MEDICAL RECEIVABLES (this "Assignment") is made this 12th day of November. 2013. by and between Interventional Pain Center ("Assignor") and Tri-Med Corporation, the ("Assignee").
WHEREAS, the Patient(s) listed on Exhibit A owe Assignor certain outstanding medical charges as set forth on Exhibit A (collectively, the "Account Receivable");
WHEREAS, the Account Receivable and all related rights (including, but not limited to, all of Assignor's rights under letters of protection relating thereto and all of Assignor's rights as a secured party in respect thereof) are referred to herein as the "Assigned Assets";
WHEREAS, Assignor desires to assign to Assignee, and Assignee desires to accept the assignment of, all of Assignor's rights, title and interest In, to and under the Assigned Assets;
NOW THEREFORE, the parties agree as follows:
1. Recitals. The foregoing recitals are true and correct and are incorporated herein by reference.
2. Assignment. Assignor hereby sells, transfers, sets over and assigns to Assignee all of Assignor's rights, title, and interest in, to and under the Assigned Assets. Such assignment includes, without limitation, the transfer to Assignee of the sole and exclusive right to:
a. demand and receive payment of the obligations represented by the Account Receivable;
b. issue payment instructions with respect to the payment of the obligations represented by the Account Receivable;
c. enforce any security interest or other rights the Assignor may have in the assets of the patient; and
d. enforce all other rights and remedies of Assignor under the Assigned Assets (including, without limitation, all rights and remedies of a secured creditor under the applicable Uniform Commercial Code or other applicable law to the extent of any security interest arising under or in connection with the Assigned Assets). The Assignee shall not be deemed by anything contained herein, or in any other agreement among the Assignee, the Assignor, and Patient or his/her attorney, to have assumed any liabilities whatsoever relating to, or arising out of, directly or indirectly, any Assigned Asset.
3. Outstanding Medical Charges. Assignor represents and warrants to Assignee that:
Assignor's Initials_ ... C,-,JJ~ __
a. the total amount of the Account Receivable due under the Assigned Assets is as set out on Exhibit A,
b. AsSignor Is the sole and exclusive owner of, and has valid title to. the Account Receivable. free and clear of all liens;
c. all obligations represented by the Account Receivable result from the provision by Assignor or any employee, agent or other affiliate thereof of bona fide medical services at reasonable and customary rates;
d. there are no claims pending or threatened against Assignor (including claims of set-off) relating to the services giving rise to the Account Receivable, nor is there any basis for any such claim;
e. there exist no disputes with regard to the validity or collectability of the Account Receivable, nor is there any basis for any such dispute; and
f. neither Assignor nor, to Assignor's knowledge, the Patient or his/her attorney named In any Assigned Asset is in breach of any provision of the Assigned Assets.
4. Payment. In consideration of this Assignment, Assignee shall pay to Assignor the sum set out in Exhibit A upon the execution and delivery hereof.
5. Notice of Assignment. Upon execution of this Assignment, Assignor hereby authorizes Assignee to provide immediate written notice of this Assignment to Patient and his/her attorney.
6. Duty to Cooperate. The ASSignor, its agents, employees, members, shareholders, representatives and/or doctors agree to use its best efforts to maximize the recovery of the assigned contracts/receivables, including but not limited to complying with any reasonable request for information or document.ilion by Assignee, complying in a timely manner with all subpoenas served on Assignor relating to any patient listed on Exhibit "A" and to cooperate In any reasonable manner with counsel for said patients and/or Assignee.
7. Sale Treatment; Security Interest. Assignor agrees to: (i) treat transfers to the Assignee of the Assigned Assets as a sale for all purposes; (Ii) not treat any Assigned Asset as an asset on the Assignor's books and records; (iii) not assign or gra t any security interest in any Assigned Asset; (iv) obtai all consents from
Page 2 of 2
patients that are required by law in order for the Assignee or its designee, if any, to obtain information needed to obtain payment from the proceeds of a Patients related claim or lawsuit; and(v) not claim any ownership interest in any Assigned Asset.
In the event that, contrary to the mutual intent of the Assignor and the Assignee, the sale and purchase of any Assigned Asset hereunder Is not characterized as a sale, then the Assignor hereby grants to the Assignee, effective as of the date hereof, a first priority security interest in and to the Assigned Assets {together with all accounts, chattel paper, and general intangibles related thereto, all rights, remedies, guarantees, security interests, and liens in respect of any of the foregoing, if any, all records (other than patient medical records to the extent protected from disclosure by law), and other Information necessary or relevant to the collection of the Assigned Assets, and all proceeds of any of the foregoing) to secure the repayment of all amounts advanced to or for the benefit of the Assignor. This Assignment Agreement shall be deemed to be a security agreement for such purposes.
8. Execution in Counterparts. This Assignment may be executed by the parties hereto In separate counterparts, each of which when so executed shall be deemed to be an original and both of which when taken together shall constitute one and the same agreement.
9. Severability. If any provision of this Assignment is held to be illegal, invalid, or unenforceable, such provision shall be fully severable, and the remaining provisions of this Assignment shall remain in full force and effect and shall not be affected thereby.
10. Amendments. No modification, waiver or amendment of this Assignment shall be valid unless the same is in writing and signed by the party against whom the enforcement of such modification, waiver or amendment is sought.
11. Governing law. This Assignment shall be governed by the laws of the State of Florida without regard to the conflicts of law principles thereof.
12. AsSignment. This Assignment shall be binding on, and shall inure to the benefit of, the parties hereto and their respective successors and permitted assigns. Assignee and any successor or assign thereof may at any time assign or transfer any of its rights or obligations hereunder without notice t o or the consent of the Assignor. Assignor may not assign or transfer any of its rights or obligations hereunder without the prior written consent of the Assignee. Any purported assignment In violation of the foregOing shall be null and void.
IN WITNESS WHEREOF, the parties have executed this Assignment (BK Value # 3) as of the date written above.
ASSIGNOR: Interventional Pain Center
10653 Wavzata Blvd suite 200
Signed Bv:
Miji:ka. MN 55305-1543
Printed name: Dr Chad Hill
Title : Owner/Clinic Coordinator Date /1 / 1ij1 3
ASSIGNEE: Tri -Med Corporation
3905 Tampa Road, #2304
Printed name:
Title:
EXHIBIT A (BK Value # 3)
PATIENT OUTSTANDING MEDICAL CHARGES PURCHASE PRICE
Multiple patients $85,973.80 $ 30,000.00 (35%)
(See Attached Exhibit A)
Assignor's InitiaIS_..l<C1:....\\'!:..-__ Assignee's Initials __ -\-iL _
Interventional Pain Center book value Accumulated Funding 3 (AF3)
LastName FirstName MedorChiro Retail-
Initial Total Charge
Interventional Pain Center book value Accumulated Funding 3 (AF3)
LastName FirstName
Total Book value as at 12/5/2013 Count 50
Funded at 1_·_· - CJ
0.35 1
MedorChiro Retail· Initial Total Charge
85,973.80
1 _ 30,090.831
Page 1 of 2
ASSIGNMENT OF MEDICAL RECEIVABLES (BK Value # 4)
THIS ASSIGNMENT OF MEDICAL RECEIVABLES (this "Assignment") is made this 26'h day of November. 2013. by and between Interventional Pain Center ("Assignor") and Tri-Med Corporation, the ("Assignee").
WHEREAS, the Patient(s) listed on Exhibit A owe Assignor certain outstanding medical charges as set forth on Exhibit A (collectively, the "Account Receivable");
WHEREAS, the Account Receivable and all related rights (including, but not limited to, all of Assignor's rights under letters of protection relating thereto and all of Assignor's rights as a secured party in respect thereof) are referred to herein as the "Assigned Assets";
WHEREAS, Assignor desires to assign to Assignee, and Assignee desires to accept the assignment of, all of Assignor's rights, title and interest in, to and under the Assigned Assets;
NOW THEREFORE. the parties agree as follows:
1. Recitals. The foregoing recitals are true and correct and are incorporated herein by reference.
2. Assignment. Assignor hereby sells. transfers, sets over and assigns to Assignee all of Assignor's rights, title, and interest in, to and under the Assigned Assets. Such assignment includes, without limitation, the transfer to Assignee of the sole and exclusive right to:
a. demand and receive payment of the obligations represented by the Account Receivable;
b. issue payment Instructions with respect to the payment of the obligations represented by the Account Receivable;
c. enforce any security interest or other rights the Assignor may have in the assets of the patient; and
d. enforce all other rights and remedies of Assignor under the Assigned Assets (including, without limitation, all rights and remedies of a secured creditor under the applicable Uniform Commercial Code or other applicable law to the extent of any security interest arising under or in connection with the Assigned Assets). The Assignee shall not be deemed by anything contained herein, or In any other agreement among the Assignee, the Assignor, and Patient or his/her attorney, to have assumed any liabilities whatsoever relating to, or arising out of, directly or indirectly, any Assigned Asset.
3. Outstanding Medical Charges. Assignor represents and warrants to Assignee that:
Assignor's Initials_-,O"-"IL-__
a. the total amount of the Account Receivable due under the Assigned Assets is as set out on Exhibit A,
b. Assignor is the sale and exclusive owner of, and has valid title to, the Account Receivable, free and clear of all liens;
c. all obligations represented by the Account Receivable result from the provision by Assignor or any employee, agent or other affiliate thereof of bona fide medical services at reasonable and customary rates;
d. there are no claims pending or threatened against Assignor (including claims of set-off) relating to the services giving rise to the Account Receivable, nor is there any basis for any such claim;
e. there exist no disputes with regard to the validity or collectability of the Account Receivable, nor is there any basis for any such dispute; and
f. neither Assignor nor, to Assignor's knowledge, the Patient or his/her attorney named in any Assigned Asset is in breach of any provision of the Assigned Assets.
4. Payment. In consideration of this Assignment, Assignee shall pay to Assignor the sum set out in Exhibit A upon the execution and delivery hereof.
5. Notice of AsSignment. Upon execution of this Assignment, Assignor hereby authorizes AsSignee to provide Immediate written notice of this Assignment to Patient and his/her attorney.
6. Duty to Cooperate. The Assignor, its agents, employees, members, shareholders, representatives and/or doctors agree to use its best efforts to maximize the recovery of the assigned contracts/receivables, including but not limited to complying with any reasonable request for information or documentation by Assignee, complying In a timely manner with all subpoenas served on Assignor relating to any patient listed on Exhibit "A" and to cooperate in any reasonable manner with counsel for said patients and/or Assignee.
7. Sale Treatment; Security Interest. Assignor agrees to: ti) treat transfers to the Assignee of the Assigned Assets as a sale for all purposes; (Ii) not treat any Assigned Asset as an asset on the Assignor's books and records; (iii) not assign or gran any security interest in any Assigned Asset; (iv) obtai II consents from
Assignee's Initials'--f~----,If-__
Page 2 of 2
patients that are required by law in order for the Assignee or its designee, if any, to obtain information needed to obtain payment from the proceeds of a Patients related claim or lawsuit; and(v} not claim any ownership Interest In any Assigned Asset.
In the event that, contrary to the mutual intent of the Assignor and the Assignee, the sale and purchase of any Assigned Asset hereunder is not characterized as a sale, then the Assignor hereby grants to the Assignee, effective as of the date hereof, a first priority security Interest In and to the Assigned Assets (together with all accounts, chattel paper, and general intangibles related thereto, all rights, remedies, guarantees, security interests, and liens in respect of any of the foregoing, if any, all records (other than patient medical records to the extent protected from disclosure by law), and other information necessary or relevant to the collection of the Assigned Assets, and all proceeds of any of the foregoing) to secure the repayment of all amounts advanced to or for the benefit of the Assignor. This Assignment Agreement shall be deemed to be a security agreement for such purposes.
8. Execution in Counterparts. This Assignment may be executed by the parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and both of which when taken together shall constitute one and the same agreement.
9. Severability. If any provision of this Assignment is held to be Illegal, invalid, or unenforceable, such provision shall be fully severable, and the remaining provisions of this Assignment shall remain in full force and effect and shall not be affected thereby.
10. Amendments. No modification, waiver or amendment of this Assignment shall be valid unless the same is in writing and signed by the party against whom the enforcement of such modification, waiver or amendment is sought.
11. Governing Law. This Assignment shall be governed by the laws of the State of Florida without regard to the conflicts of law principles thereof.
12. AsSignment. This Assignment shall be binding on, and shall inure to the benefit of, the parties hereto and their respective successors and permitted assigns. Assignee and any successor or assign thereof may at any time assign or transfer any of Its rights or obligations hereunder without notice to or the consent of the Assignor. Assignor may not assign or transfer any of its rights or obligations hereunder without the prior written consent of the Assignee. Any purported assignment In violation of the foregoing shall be null and void.
IN WITNESS WHEREOF, the parties have executed this Assignment (8K Value # 4) as of the date written above.
ASSIGNOR: Interventional Pain Center ASSIGNEE: Tri -Med Corporation
10653 Wa~ata Blvd suite 200 3905 Tampa Road, 112304
Minnetonka, MN 55305-1543
Signed By: ~ Signed B :
Printed name: Dr Chad Hill Printed name: Anthony Nicholas, 11/
.!.T!.!it!!le",: ....l,!O:!!!w!.!.n!!e""r 'l.!C.!:Ii!.!Jn!!!ic<..!C!,,!o~o!!.r.!!.d!!.i n!!!al!to.!.!r __ D!!!!:at~e;!.,1 LLL, ,,,,2:!ll/LLI.,.L5 Title: Secretarv Treasu rer Date! ' 21" /3.
EXHIBIT A (BK Value # 4)
PATIENT OUTSTANDING MEDICAL CHARGES PURCHASE PRICE
Multiple patients $ 71,381.40 $ 25,000.00 (35%)
(See Attached Exhibit A)
Assignor's Initials,_ -"CaAlL.... __ Assignee's Initials'.(..L'-"rf __
Interventional Pain Center book value Accumulated Funding 4 (AF4)
.1
Med or. Chiro
Interventional Pain Center book value Accumulated Funding 4 (AF4)
LastName FirstName
T 5/2013 Count 35
Funded at 0.351 .
Medor Chiro
71,381.40
~I,~ 24,983.49l
Page 1 of 2
ASSIGNMENT OF MEDICAL RECEIVABLES (BK Value # 5) THIS ASSIGNMENT OF MEDICAL RECEIVABLES (this "Assignment") is made this 10th day of December, 2013, by and between Interventional Pain Center ("Assignor") and Tri-Med Corporation, the ("Assignee"),
WHEREAS, the Patient!s) listed on Exhibit A owe Assignor certain outstanding medical charges as set forth on Exhibit A (collectively. the "Account Receivable");
WHEREAS, the Account Receivable and all related rights (including, but not limited to, all of Assignor's rights under letters of protection relating thereto and all of Assignor's rights as a secured party In respect thereof) are referred to herein as the "Assigned Assets";
WHEREAS, Assignor desires to assign to Assignee, and Assignee desires to accept the assignment of, all of Assignor's rights, title and interest in, to and under the Assigned Assets;
NOW THEREFORE, the parties agree as follows:
1. Recitals. The foregoing recitals are true and correct and are Incorporated herein by reference.
2. Assignment. Assignor hereby sells, transfers, sets over and assigns to Assignee all of Assignor's rights, title, and interest in, to and under the Assigned Assets. Such assignment includes, without limitation, the transfer to Assignee of the sole and exclusive right to:
a. demand and receive payment of the obligations represented by the Account Receivable;
b. issue payment instructions with respect to the payment of the obligations represented by the Account Receivable;
c. enforce any security interest or other rights the Assignor may have in the assets of the patient; and
d. enforce all other rights and remedies of Assignor under the Assigned Assets (including, without limitation, all rights and remedies of a secured creditor under the applicable Uniform Commercial Code or other applicable law to the extent of any security Interest arising under or In connection with the Assigned Assets). The Assignee shall not be deemed by anything contained herein, or in any other agreement among the Assignee, the Assignor, and Patient or his/her attorney, to have assumed any liabilities whatsoever relating to, or arising out of, directly or indirectly, any Assigned Asset.
3. Outstanding Medical Charges. Assignor represents and warrants to Assignee that:
Assignor's Initials,_-"\~,,,11,--__
a. the total amount of the Account Receivable due under the Assigned Assets is as set out on Exhibit A,
b. Assignor is the sale and exclusive owner of, and has valid title to, the Account Receivable, free and clear of all liens;
c. all obligations represented by the Account Receivable result from the provision by Assignor or any employee, agent or other affiliate thereof of bona fide medical services at reasonable and customary rates;
d. there are no claims pending or threatened against Assignor (including claims of set-off) relating to the services giving rise to the Account Receivable, nor is there any basis for any such claim;
e. there exist no disputes with regard to the validity or collectability of the Account Receivable, nor is there any basis for any such dispute; and
f. neither Assignor nor, to Assignor's knowledge, the Patient or his/her attorney named in any Assigned Asset is in breach of any provision of the Assigned Assets.
4. Payment. In consideration of this Assignment, Assignee shall pay to Assignor the sum set out In Exhibit A upon the execution and delivery hereof.
5. Notice of Assignment. Upon execution of this Assignment, Assignor hereby authorizes Assignee to provide immediate written notice of this Assignment to Patient and his/her attorney.
6. Duty to Cooperate. The Assignor, Its agents, employees, members, shareholders, representatives and/or doctors agree to use Its best efforts to maximize the recovery of the assigned contracts/receivables, including but not limited to complying with any reasonable request for Information or documentation by Assignee, complying In a timely manner with all subpoenas served on Assignor relating to any patient listed on Exhibit "A" and to cooperate In any reasonable manner with counsel for said patients and/or Assignee.
7. Sale Treatment; Security Interest. Assignor agrees to: (I) treat transfers to the Assignee of the Assigned Assets as a sale for all purposes; (11) not treat any Assigned Asset as an asset on the Assignor's books and records; (iii) not assign or grant ny security interest in any Assigned Asset; (iv) a I a consents from
Assignee's Initials-"OL...f--,f-_
Page 2 of2
patients that are required by law in order for the Assignee or its designee, if any, to obtain information needed to obtain payment from the proceeds of a Patients related claim or lawsuit; and(v) not claim any ownership interest In any Assigned Asset.
In the event that, contrary to the mutual intent of the Assignor and the Assignee, the sale and purchase of any Assigned Asset hereunder is not characterized as a sale, then the Assignor hereby grants to the Assignee, effective as of the date hereof, a first priority security interest in and to the Assigned Assets (together with all accounts, chattel paper, and general intangibles related thereto, all rights, remedies, guarantees, security interests, and liens in respect of any of the foregoing, if any, all records (other than patient medical records to the extent protected from disclosure by law), and other information necessary or relevant to the collection of the Assigned Assets, and all proceeds of any of the foregoing) to secure the repayment of all amounts advanced to or for the benefit of the Assignor. This Assignment Agreement shall be deemed to be a security agreement for such purposes.
8. Execution In Counterparts. This Assignment may be executed by the parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and both of which when taken together shall constitute one and the same agreement.
9. Severability. If any provision of this Assignment is held to be illegal, invalid, or unenforceable, such provision shall be fully severable, and the remaining provisions of this Assignment shall remain in full force and effect and shall not be affected thereby.
10. Amendments. No modification, waiver or amendment of this Assignment shall be valid unless the same is in writing and signed by the party against whom the enforcement of such modification, waiver or amendment is sought.
11. Governing Law. This Assignment shall be governed by the laws of the State of Florida without regard to the conflicts of law principles thereof.
12. ASSignment. This Assignment shall be binding on, and shall inure to the benefit of, the parties hereto and their respective successors and permitted assigns. Assignee and any successor or assign thereof may at any time assign or transfer any of Its rights or obligations hereunder without notice to or the consent of the Assignor. Assignor may not assign or transfer any of Its rights or obligations hereunder without the prior written consent of the Assignee. Any purported assignment in violation of the foregoing shall be null and void.
IN WITNESS WHEREOF, the parties have executed this Assignment (BK Value II 5) as of the date written above.
ASSIGNOR: Interventional Pain Center ASSIGNEE: Tri -Med Corporation
10653 Wayzata Blvd suite 200 r 5 Tampa Road, 112304
Minnetonka. MN 55305-1543 / ojj mar, FL 34677
;!:Si!,gg!lne~di!....!!.BY:t.::,--_jk.p=<:.c __________ Signed .!!B~:'-TI.,c.~,------------= Printed name: Dr Chad Hill Printed name: nthon Nicholas III
Title: Owner/Clinic Coordinator Datell---/I O / /3. Title: Secretary Treasurer Date/?t liJ/i.J
EXHIBIT A (BK Value # 5)
PATIENT OUTSTANDING MEDICAL CHARGES PURCHASE PRICE
Multiple patients $ 114,676.80 $ 40,000.00 (35%)
(See Attached Exhibit A)
Assignor's Initials._"'L-'----0 __ Assignee's Initials.~~¥-__
Interventional Pain Center book value Accumulated Funding 5 (AFS)
LastName FirstName Medor Chiro Retail-
Initial Total Charge
Interventional Pain Center book value Accumulated Funding 5 (AFS)
LastName FirstName
Total Book value as at 12/5/2013 Count 55
Funded at - - 0.35\
MedorChiro Retail-Initial Total Charge
114,676.80
40,136.88\
Page 1 of 2
ASSIGNMENT OF MEDICAL RECEIVABLES (BK Value # 6) THIS ASSIGNMENT OF MEDICAL RECEIVABLES (this "Assignment") is made this 16'h day of December, 2013, by and between Interventional Pain Center ("Assignor") and Tri-Med Corporation, the ("Assignee").
WHEREAS, the Patient(s) listed on Exhibit A owe Assignor certain outstanding medical charges as set forth on Exhibit A (collectively, the "Account Receivable");
WHEREAS, the Account Receivable and all related rights (including, but not limited to, all of Assignor's rights under letters of protection relating thereto and all of Assignor's rights as a secured party in respect thereof) are referred to herein as the "Assigned Assets";
WHEREAS, Assignor desires to assign to Assignee, and Assignee desires to accept the assignment of, all of Assignor's rights, title and interest in, to and under the Assigned Assets;
NOW THEREFORE, the parties agree as follows:
1. Recitals. The foregoing recitals are true and correct and are incorporated herein by reference.
2. Assignment. AsSignor hereby sells, transfers, sets over and assigns to Assignee all of Assignor's rights, title, and interest in, to and under the Assigned Assets. Such assignment includes, without limitation, the transfer to Assignee of the sale and exclusive right to:
a. demand and receive payment of the obligations represented by the Account Receivable;
h. Issue payment instructions with respect to the payment of the obligations represented by the Account Receivable;
c. enforce any security interest or other rights the Assignor may have in the assets of the patient; and
d. enforce all other rights and remedies of Assignor under the Assigned Assets (including, without limitation, all rights and remedies of a secured creditor under the applicable Uniform Commercial Code or other applicable law to the extent of any security interest arising under or in connection with the Assigned Assets). The Assignee shall not be deemed by anything contained herein, or in any other agreement among the Assignee, the Assignor, and Patient or his/her attorney, to have assumed any liabilities whatsoever relating to, or arising out of, directly or indirectly, any Assigned Asset.
3. Outstanding Medical Charges. Assignor represents and warrants to Assignee that:
Assignor's Initials_l<cu,J!· __ _
a. the total amount of the Account Receivable due under the Assigned Assets is as set out on Exhibit A,
b. Assignor Is the sale and exclusive owner of, and has valid title to, the Account Receivable, free and clear of all liens;
c. all obligations represented by the Account Receivable result from the provision by Assignor or any employee, agent or other affiliate thereof of bona fide medical services at reasonable and customary rates;
d. there are no claims pending or threatened against Assignor (including claims of set-off) relating to the services giving rise to the Account Receivable, nor is there any basis for any such claim;
e. there exist no disputes with regard to the validity or collectablllty of the Account Receivable, nor is there any basis for any such dispute; and
f. neither Assignor nor, to Assignor's knowledge, the Patient or his/her attorney named In any Assigned Asset is in breach of any provision of the Assigned Assets.
4. Payment. In consideration of this ASSignment, ASSignee shall pay to Assignor the sum set out in Exhibit A upon the execution and delivery hereof.
s. Notice of Assignment. Upon execution of this Assignment, ASSignor hereby authorizes Assignee to provide immediate written notice of this Assignment to Patient and his/her attorney.
6. Duty to Cooperate. The Assignor, Its agents, employees, members, shareholders, representatives and/or doctors agree to use its best efforts to maximize the recovery of the aSSigned contracts/receivables, including but not limited to complying with any reasonable request for information or documentation by Assignee, complying in a timely manner with all subpoenas served on Assignor relating to any patient listed on Exhibit" A" and to cooperate in any reasonable manner with counsel for said patients and/or Assignee.
7. Sale Treatment; Security Interest. Assignor agrees to: (i) treat transfers to the Assignee of the Assigned Assets as a sale for all purposes; (ii) not treat any Assigned Asset as an asset on the Assignor's books and records; (iii) not assign or gra any security interest in any Assigned Asset; (iv) obtai all consents from
Assignee's Initials,-"--""--l'-__ _
Page 3 of 3
patients that are required by law in order for the Assignee or its designee, if any, to obtain Information needed to obtain payment from the proceeds of iI Patients related claim or lawsuit; and(v) not claim any ownership interest in any Assigned Asset.
In the event that, contrary to the mutual intent of the Assignor and the Assignee, the sale and purchase of any Assigned Asset hereunder is not characterized as a sale, then the Assignor hereby grants to the Assignee, effective as of the date hereof, a first priority security Interest In and to the Assigned Assets (together with all accounts, chattel paper, and general intangibles related thereto, all rights, remedies, guarantees, security interests, and liens In respect of any of the foregoing, if any, all records (other than patient medical records to the extent protected from disclosure by law), and other information necessary or relevant to the collection of the Assigned Assets, and all proceeds of any of the foregoing) to secure the repayment of all amounts advanced to or for the benefit of the Assignor. This Assignment Agreement shall be deemed to be a security agreement for such purposes.
8. Execution In Counterparts. This Assignment may be executed by the parties hereto In separate counterparts, each of which when so executed shall be deemed to be an original and both of which when taken together shall constitute one and the same agreement.
9. Severablllty. If any provision of this Assignment is held to be illegal, Invalid, or unenforceable, such provision shall be fully severable, and the remaining provisions of this Assignment shall remain in full force and effect and shall not be affected thereby.
10. Amendments. No modification, waiver or amendment of this Assignment shall be valid unless the same Is in writing and signed by the party against whom the enforcement of such modification, waiver or amendment is sought.
11. Governing Law. This Assignment shall be governed by the laws of the State of Florida without regard to the conflicts of law principles thereof.
12. Assignment. This Assignment shall be binding on, and shall inure to the benefit of, the parties hereto and their respective successors and permitted assigns. Assignee and any successor or assign thereof may at any time assign or transfer any of Its rights or obligations hereunder without notice to or the consent of the Assignor. Assignor may not assign or transfer any of its rights or obligations hereunder without the prior written consent of the Assignee. Any purported assignment in violation of the foregoing shall be null and void.
IN WITNESS WHEREOF, the parties have executed this Assignment (8K Value # 6) as of the date written above.
ASSIGNOR: Interventional Pain Center
10653 Wavzata Blvd suite 200
Signed By:
~~onka, MN 55305-1543
Printed name: Dr Chad Hill
Title: Owner/Clinic Coordinator Date (2-t1~/13
ASSIGNEE: Tri -Med Corporation
5 Tampa Road, #2304
Anthon Nicholas III
Title: Secretary Treasurer Date!a 14 I.?.
EXHIBIT A (BK Value # 6)
PATIENT OUTSTANDING MEDICAL CHARGES PURCHASE PRICE
Multiple patients $ 86,147.20 $ 30,000.00 (35%)
(See Attached Exhibit A)
Assignor's Initials--,C",,;ILL __ _ Assignee's Initials_-1'f--__
Interventional Pain Center book value Accumulated Funding 6 (AF6)
LastName FirstName MedorChiro Retail-
Initial Total Charge
Interventional Pain Center book value Accumulated Funding 6 (AF6)
LastName FirstName
Total Book value as at 12/5/2013 Count 49
Funded at I - - - 0.35]
MedorChiro Retail-Initial Total Charge
86,147.20
[ 30,151.52 I
Page 1 of 2
ASSIGNMENT OF MEDICAL RECEIVABLES (BK Value # 7)
THIS ASSIGNMENT OF MEDICAL RECEIVABLES (this "Assignment") is made this 27th day of December, 2013, by and between Interventional Pain Center ("Assignor") and Tri-Med Corporation, the ("Assignee"),
WHEREAS, the Patient(s) listed on Exhibit A owe Assignor certain outstanding medical charges as set forth on Exhibit A (collectively, the "Account Receivable");
WHEREAS, the Account Receivable and all related rights (Including, but not limited to, all of Assignor's rights under letters of protection relating thereto and all of Assignor's rights as a secured party in respect thereof) are referred to herein as the "Assigned Assets";
WHEREAS, Assignor desires to assign to Assignee, and Assignee desires to accept the assignment of, all of Assignor's rights, title and interest in, to and under the Assigned Assets;
NOW THEREFORE, the parties agree as follows:
1. Recitals. The foregoing recitals are true and correct and are Incorporated herein by reference.
2. Assignment. Assignor hereby sells, transfers, sets over and assigns to Assignee all of Assignor's rights, title, and Interest In, to and under the Assigned Assets. Such aSSignment Includes, without limitation, the transfer to Assignee of the sole and exclusive right to:
a. demand and receive payment of the obligations represented by the Account Receivable;
b. issue payment instructions with respect to the payment of the obligations represented by the Account Receivable;
c. enforce any security interest or other rights the Assignor may have in the assets of the patient; and
d. enforce all other rights and remedies of Assignor under the Assigned Assets (including, without limitation, all rights and remedies of a secured creditor under the applicable Uniform Commercial Code or other applicable law to the extent of any security interest arising under or In connection with the Assigned Assets). The Assignee shall not be deemed by anything contained herein, or in any other agreement among the Assignee, the Assignor, and Patient or his/her attorney, to have assumed any liabilities whatsoever relating to, or arising out of, directly or Indirectly, any Assigned Asset.
3. Outstanding Medical Charges. Assignor represents and warrants to Assignee that;
Assignor's Initials_---"C..:.K''-__
a. the total amount of the Account Receivable due under the Assigned Assets is as set out on Exhibit A,
b. Assignor is the sale and exclusive owner of, and has valid title to, the Account Receivable, free and clear of all liens;
c. all obligations represented by the Account Receivable result from the provision by Assignor or any employee, agent or other affiliate thereof of bona fide medical services at reasonable and customary rates;
d. there are no claims pending or threatened against Assignor (including claims of set-off) relating to the services giving rise to the Account Receivable, nor is there any basis for any such claim;
e. there exist no disputes with regard to the validity or collectability of the Account Receivable, nor is there any basis for any such dispute; and
f. neither Assignor nor, to Assignor's knowledge, the Patient or his/her attorney named in any Assigned Asset is in breach of any provision of the Assigned Assets.
4. Payment. In consideration of this Assignment, Assignee shall pay to Assignor the sum set out in Exhibit A upon the execution and delivery hereof.
5. Notice of Assignment. Upon execution of this AsSignment, Assignor hereby authorizes Assignee to provide Immediate written notice of this Assignment to Patient and his/her attorney.
6. Duty to Cooperate. The Assignor, its agents, employees, members, shareholders, representatives and/or doctors agree to use its best efforts to maximize the recovery of the aSSigned contracts/receivables, including but not limited to complying with any reasonable request for Information or documentation by Assignee, complying in a timely manner with all subpoenas served on Assignor relating to any patient listed on Exhibit "A" and to cooperate In any reasonable manner with counsel for said patients and/or Assignee.
7. Sale Treatment; Security Interest. Assignor agrees to; (i) treat transfers to the Assignee of the Assigned Assets as a sale for all purposes; (1I) not treat any Assigned Asset as an asset on the Assignor's books and records; (iii) not assign or nt any security interest In any Assigned Asset; (iv) obtain II consents from
Assignee's Initials---,,=--h" __
Page 2 of 2
patients that are required by law In order for the Assignee or its designee, if any, to obtain information needed to obtain payment from the proceeds of a Patients related claim or lawsuit; and{v) not claim any ownership interest In any Assigned Asset.
In the event that, contrary to the mutual intent of the Assignor and the Assignee, the sale and purchase of any Assigned Asset hereunder is not characterized as a sale, then the Assignor hereby grants to the Assignee, effective as of the date hereof, a first priority security Interest in and to the Assigned Assets (together with all accounts, chattel paper, and general intangibles related thereto, all rights, remedies, guarantees, security interests, and liens in respect of any of the foregoing, If any, all records (other than patient medical records to the extent protected from disclosure by law), and other information necessary or relevant to the collection of the Assigned Assets, and all proceeds of any of the foregoing) to secure the repayment of all amounts advanced to or for the benefit of the Assignor. This Assignment Agreement shall be deemed to be a security agreement for such purposes.
8. Execution In Counterparts. This Assignment may be executed by the parties hereto In separate counterparts, each of which when so executed shall be deemed to be an original and both of which when taken together shall constitute one and the same agreement.
9. Severability. If any provision of this Assignment is held to be illegal, invalid, or unenforceable, such provision shall be fully severable, and the remaining provisions of this Assignment shall remain in full fo rce and effect and shall not be affected thereby.
10. Amendments. No modification, waiver or amendment of this Assignment shall be valid unless the same is in writing and signed by the party against whom the enforcement of such modification, waiver or amendment Is sought.
11. Governing Law. This Assignment shall be governed by the laws of the State of Florida without regard to the conflicts of law principles thereof.
12. Assignment. This Assignment shan be binding on, and shall inure to the benefit of, the parties hereto and their respective successors and permitted assigns. Assignee and any successor or assign thereof may at any time assign or transfer any of Its rights or obligations hereunder without notice to or the consent of the Assignor. Assignor may not assign or transfer any of its rights or obligations hereunder without the prior written consent of the Assignee. Any purported assignment in violation of the foregoing shall be null and void.
IN WITNESS WHEREOF, the parties have executed this Assignment (8K Value # 7) as of the date written above.
ASSIGNOR: Interventional Pain Center
10653 Wayzata Blvd suite 200
Signed By:
Letonka, MN 55305-1543
• Printed name: Dr Chad Hill
Title: Owner/Clinic Coordinator Datel Zp7//3
ASSIGNEE: Tri -Med Corporation
3 05 Tampa Road, #2304
Printed name: Anthon Nicholas III
Title: Secretarv Treasurer DatJ'&M / t?
EXHIBIT A (BK Value # 7)
PATIENT OUTSTANDING MEDICAL CHARGES PURCHASE PRICE
Multiple patients $ 88,836.70 $ 30,000.00 (35%)
(See Attached Exhibit A)
Assignor's Initials'_..cQ>/..Ju. __ _ Assignee's Initi als'_-'Z~I-_
Interventional Pain Center book value Accumulated Funding 7 {AF7}
LastName FirstName MedorChiro Retail-
Initial Total Charge
Interventional Pain Center book value Accumulated Funding 7 (AF7)
LastName FirstName MedorChiro Retail-
Initial Total Charge
Interventional Pain Center book value Accumulated Funding 7 {AF7}
LastName FirstName
Total Book value as at 12/5/2013 Count 75
MedorChiro Retail-
Initial Total Charge
88,836.70
Funded at 1--_____ ~--'-0_.3 ...... 51 ,- 3l,092.S5J
Page lof2
ASSIGNMENT OF MEDICAL RECEIVABLES (BK Value # 8)
THIS ASSIGNMENT OF MEDICAL RECEIVABLES (this "Assignment") is made this 13'" day of January. 2014. by and between Interventional Pain Center ("Assignor") and Tri-Med Corporation, the ("Assignee").
WHEREAS. the Patient!s) listed on Exhibit A owe Assignor certain outstanding medical charges as set forth on Exhibit A (col1ectively, the "Account Receivable");
WHEREAS, the Account Receivable and all related rights (including, but not limited to, all of Assignor's rights under letters of protection relating thereto and all of Assignor's rights as a secured party in respect thereof) are referred to herein as the "Assigned Assets";
WHEREAS, Assignor desires to assign to Assignee, and Assignee desires to accept the assignment of, all of Assignor's rights, title and interest in, to and under the Assigned Assets;
NOW THEREFORE, the parties agree as follows:
1. Recitals. The foregoing recitals are true and correct and are incorporated herein by reference.
2. Assignment. Assignor hereby sells, transfers, sets over and assigns to Assignee all of Assignor's rights, title, and interest in, to and under the Assigned Assets. Such assignment includes, without limitation, the transfer to Assignee of the sole and exclusive right to:
a . demand and receive payment of the obligations represented by the Account Receivable;
b. issue payment Instructions with respect to the payment of the obligations represented by the Account Receivable;
c. enforce any security interest or other rights the Assignor may have in the assets of the patient; and
d. enforce all other rights and remedies of Assignor under the Assigned Assets (including, without limitation, all rights and remedies of a secured creditor under the applicable Uniform Commercial Code or other applicable law to the extent of any security Interest arising under or in connection with the Assigned Assets). The Assignee shall not be deemed by anything contained herein, or in any other agreement among the Assignee, the Assignor, and Patient or his/her attorney, to have assumed any liabilities whatsoever relating to, or arising out of, directly or Indirectly, any Assigned Asset.
3. Outstanding Medical Charges. Assignor represents and warrants to Assignee that:
Assigno r' s I nitia Is_-"G,-,~,,----__
a. the total amount of the Account Receivable due under the Assigned Assets is as set out on Exhibit A,
b. Assignor Is the sale and exclusive owner of, and has valid title to, the Account Receivable, free and clear of all liens;
c. all obligations represented by the Account Receivable result from the provision by Assignor or any employee, agent or other affiliate thereof of bona fide medical services at reasonable and customary rates;
d. there are no claims pending or threatened against Assignor (including claims of set-off) relating to the services giving rise to the Account Receivable, nor is there any basis for any such claim;
e. there exist no disputes with regard to the validity or collectability of the Account Receivable, nor is there any basis for any such dispute; and
f. neither Assignor nor, to Assignor's knowledge, the Patient or his/her attorney named in any Assigned Asset is In breach of any provision of the Assigned Assets.
4. Payment. In consideration of this ASSignment, Assignee shall pay to Assignor the sum set out In Exhibit A upon the execution and delivery hereof.
5. Notice of Assignment. Upon execution of this ASSignment, Assignor hereby authorizes Assignee to provide immediate written notice of this Assignment to Patient and his/her attorney.
6. Duty to Cooperate. The Assignor, its agents, employees, members, shareholders, representatives and/or doctors agree to use its best efforts to maximize the recovery of the assigned contracts/receivables, including but not limited to complying with any reasonable request for information or documentation by Assignee, complying in a timely manner with all subpoenas served on Assignor relating to any patient listed on Exhibit II A" and to cooperate in any reasonable manner with counsel for said patients and/or Assignee.
7. Sale Treatment; Security Interest. Assignor agrees to: (I) treat transfers to the Assignee of the ASSigned Assets as a sale for all purposes; (ii) not treat any Assigned Asset as an asset on the Assignor's books and records; (iii) not assign or grant any security interest in any Assigned Asset; (iv) obtain consents from
Assignee's Initials,_---IcI-__
Page 2 of 2
patients that are required by law in order for the Assignee or its designee, if any. to obtain information needed to obtain payment from the proceeds of a Patients related claim or lawsuit; and(v) not claim any ownership interest in any Assigned Asset.
In the event that, contrary to the mutual Intent of the Assignor and the Assignee, the sale and purchase of any Assigned Asset hereunder is not characterized as a sale, then the Assignor hereby grants to the Assignee, effective as of the date hereof, a first priority security interest In and to the Assigned Assets (together with all accounts, chattel paper, and general intangibles related thereto, all rights, remedies, guarantees, security interests, and liens in respect of any of the foregoing, if any, all records (other than patient medical records to the extent protected from disclosure by law), and other information necessary or relevant to the collection of the Assigned Assets, and all proceeds of any of the foregoing) to secure the repayment of all amounts advanced to or for the benefit of the Assignor. This Assignment Agreement shall be deemed to be a security agreement for such purposes.
8. execution In Counterparts. This Assignment may be executed by the parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and both of which when taken together shall constitute one and the same agreement.
9. Severability. If any provision of this Assignment is held to be illegal, Invalid, or unenforceable, such provision shall be fully severable, and the remaining provisions of this Assignment shall remain in full force and effect and shall not be affected thereby.
10. Amendments. No modification, waiver or amendment of this Assignment shall be valid unless the same is in writing and signed by the party against whom the enforcement of such modification, waiver or amendment is sought.
11. Governing Law. This Assignment shall be governed by the laws of the State of Florida without regard to the conflicts of law principles thereof.
12. Assignment. This Assignment shall be binding on, and shall inure to the benefit of, the parties hereto and their respective successors and permitted assigns. Assignee and any successor or assign thereof may at any time assign or transfer any of its rights or obligations hereunder without notice to or the consent of the Assignor. Assignor may not assign or transfer any of Its rights or obligations hereunder without the prior written consent of the Assignee. Any purported aSSignment in violation of the foregoing shall be null and void.
IN WITNESS WHEREOF, the parties have executed this Assignment IBK Value 1/8) as of the date written above.
ASSIGNOR: Interventional Pain Center
10653 Wayzata Blvd suite 200
Minnetonka. MN 55305-1543
ASSIGNEE: Tri -Med Corporation
905 Tampa Road, #2304
Oldsmar, FL 34677
2S ... ig",n",e".d...,B",y.:..: -'~7fk-~"''''''''------------ Signed ",B=!: H'd-------------"
Printed name: Dr Chad Hill Printed name: Anthon Nicholas III
Title: Owner Clinic Coordinator Title: Secretarv Treasurer Date I / t?t If
EXHIBIT A (BK Value # 8)
PATIENT OUTSTANDING MEDICAL CHARGES PURCHASE PRICE
Multiple patients $ 60,725.80 $ 30,000.00 (50%)
(See Attached Exhibit A)
Assignor's Initials __ e._~ __ _ Assignee's Initials __ ....y. __
Interventional Pain Center book value Accumulated Funding S (AFS)
LastName FirstName MedorChiro Retail-
Initial Total Charge
Interventional Pain Center book value Accumulated Funding S (AFS)
LastName FirstName MedorChiro Retail-Initial Total Charge
Interventional Pain Center book value Accumulated Funding S (AFS)
LastName
Total Book value as at Count 45
Funded at
FirstName MedorChiro
.-0.51
Retail-Initial Total Charge
60,725.80
1- ------. -------I 21,254.03
Page lof2
ASSIGNMENT OF MEDICAL RECEIVABLES (BK Value # 9) THIS ASSIGNMENT OF MEDICAL RECEIVABLES (this "Assignment") is made this 28th day of January, 2014, by and between Interventional Pain Center ("Assignor") and Tri-Med Corporation, the ("Assignee").
WHEREAS, the Patientls) listed on Exhibit A owe Assignor certain outstanding medical charges as set forth on Exhibit A (collectively, the "Account Receivable");
WHEREAS, the Account Receivable and all related rights (including, but not limited to, all of Assignor's rights under letters of protection relating thereto and all of Assignor's rights as a secured party in respect thereof) are referred to herein as the "Assigned Assets";
WHEREAS, Assignor desires to assign to Assignee, and Assignee desires to accept the assignment of, all of Assignor's rights, title and interest in, to and under the Assigned Assets;
NOW THEREFORE, the parties agree as follows:
1. Recitals . The foregoing recitals are true and correct and are incorporated herein by reference.
2. Assignment. Assignor hereby sells, transfers, sets over and assigns to Assignee all of Assignor's rights, title, and interest In, to and under the Assigned Assets. Such assignment includes, without limitation, the transfer to Assignee of the sole and exclusive right to:
a. demand and receive payment of the obligations represented by the Account Receivable;
b. issue payment instructions with respect to the payment of the obligations represented by the Account Receivable;
c. enforce any security Interest or other rights the Assignor may have in the assets of the patient; and
d. enforce all other rights and remedies of Assignor under the Assigned Assets (including, without limitation, all rights and remedies of a secured creditor under the applicable Uniform Commercial Code or other applicable law to the extent of any security Interest arising under or in connection with the Assigned Assets). The Assignee shall not be deemed by anything contained herein, or in any other agreement among the Assignee, the Assignor, and Patient or his/her attorney, to have assumed any lIablllties whatsoever relating to, or arising out of, directly or indirectly, any Assigned Asset.
3. Outstanding Medical Charges. Assignor represents and warrants to Assignee that:
Assignor's Initials_ ....... G'-~-'-__
a. the total amount of the Account Receivable due under the Assigned Assets is as set out on Exhibit A,
b. Assignor is the sole and exclusive owner of, and has valid title to, the Account Receivable, free and clear of all liens;
c. all obligations represented by the Account Receivable result from the provision by Assignor or any employee, agent or other affiliate thereof of bona fide medical services at reasonable and customary rates;
d. there are no claims pending or threatened against Assignor (including claims of set-off) relating to the services giving rise to the Account Receivable, nor is there any basis for any such claim;
e. there exist no disputes with regard to the validity or collectability of the Account Receivable, nor Is there any basis for any such dispute; and
f. neither Assignor nor, to Assignor's knowledge, the Patient or hiS/her attorney named in any Assigned Asset is in breach of any provision of the Assigned Assets.
4. Payment. In consideration of this Assignment, Assignee shall pay to Assignor the sum set out in Exhibit A upon the execution and delivery hereof.
5. Notice of Assignment. Upon execution of this Assignment, Assignor hereby authorizes Assignee to provide Immediate written notice of this Assignment to Patient and his/her attorney.
6. Duty to Cooperate. The Assignor, its agents, employees, members, shareholders, representatives and/or doctors agree to use its best efforts to maximize the recovery of the assigned contracts/receivables, including but not limited to complying with any reasonable request for Information or documentation by Assignee, complying In a t imely manner with all subpoenas served on Assignor relating to any patient listed on Exhibit "A" and to cooperate In any reasonable manner with counsel for said patients and/or Assignee.
7. Sale Treatment; Security Interest. Assignor agrees to: (i) treat transfers to the Assignee of the Assigned Assets as a sale for all purposes; (Ii) not treat any Assigned Asset as an asset on the Assignor's books and records; (iii) not assign or gr nt ny security interest in any Assigned Asset; (Iv) 0 in! consents from
Assignee' s Initials,_----'\-!'----_
Page 2 of2
patients that are required by law in order for the Assignee or its designee, If any, to obtain Information needed to obtain payment from the proceeds of a Patients related claim or lawsuit; and (v) not claim any ownership interest In any Assigned Asset.
In the event that, contrary to the mutual intent of the Assignor and the Assignee, the sale and purchase of any Assigned Asset hereunder is not characterized as a sale, then the Assignor hereby grants to the Assignee, effective as of the date hereof, a first priority security interest in and to the Assigned Assets (together with all accounts, chattel paper, and general intangibles related thereto, all rights, remedies, guarantees, security interests, and liens in respect of any of the foregoing, if any, all records (other than patient medical records to the extent protected from disclosure by law), and other information necessary or relevant to the collection of the Assigned Assets, and all proceeds of any of the foregoing) to secure the repayment of all amounts advanced to or for the benefit of the Assignor. This Assignment Agreement shall be deemed to be a security agreement for such purposes.
8. Execution In Counterparts. This Assignment may be executed by the parties hereto In separate counterparts, each of which when so executed shall be deemed to be an original and both of which when taken together shall constitute one and the same agreement.
9. Severability. If any provision of this Assignment is held to be illegal, invalid, or unenforceable, such provision shall be fully severable, and the remaining provisions of this Assignment shall remain in full force and effect and shall not be affected thereby.
10. Amendments. No modification, waiver or amendment of this Assignment shall be valid unless the same Is in writing and signed by the party against whom the enforcement of such modification, waiver or amendment is sought.
11. Governing Law. This Assignment shall be governed by the laws of the State of Florida without regard to the conflicts of law principles thereof.
12. Assignment. This Assignment shall be binding on, and shall inure to the benefit of, the parties hereto and their respective successors and permitted assigns. Assignee and any successor or assign thereof may at any time assign or transfer any of its rights or obligations hereunder without notice to or the consent of the Assignor. AsSignor may not assign or transfer any of its rights or obligations hereunder without the prior written consent of the Assignee. Any purported assignment in violation of the foregoing shall be null and void.
IN WITNESS WHEREOF, the parties have executed this Assignment 18K Value # 9) as of the date written above.
ASSIGNOR: Interventional Pain Center
10653 Wayzata Blvd suite 200
Minnetonka. MN 55305-1543
ASSIGNEE: Tri -Med Corporation
~sl~'g~n£ed~B~y~:~~~~ ________________________ Signed~B~:~~T-__________________ --= Printed name: Dr Chad Hill Anthon Nicholas III
Title:Owner/Coordinator Date / WH (Y Title: Secretary Treasurer Date/ /m It EXHIBIT A (BK Value # 9)
PATIENT OUTSTANDING MEDICAL CHARGES PURCHASE PRICE
Multiple patients $ 100,008.20 $ 50,000.00 (50%)
(See Attached Exhibit A)
Assignor's Initials, __ (l __ t ____ _ Assignee's Initials---'£.f£.-I-__
Interventional Pain Center book value Accumulated Fun~Jing 9 (AF9)
LastName FirstName Medor Chiro Retail·
Initial Total Charge
Interventional Pain Center book value Accumulated Funding 9 (AF9)
LastName FirstName MedorChlro Retail-
Initial Total Charge
Interventional Pain Center book value Accumulated Funding 9 (AF9)
LastName
Total Book value as at Count 66
FirstName
Funded at 0.5 1-·- - 1
MedorChiro Retail-Initial Total Charge
580.00
100,008.20
35,002.87 1
Page 1 of 2
ASSIGNMENT OF MEDICAL RECEIVABLES (BK Value # 10)
THIS ASSIGNMENT OF MEDICAL RECEIVABLES (this "Assignment") is made this 12th day of February. 2014. by and between Interyentional Pain Center ("Assignor") and Tri-Med Corporation, the ("Assignee").
WHEREAS. the Patient(sjllsted on Exhibit A owe Assignor certain outstanding medical charges as set forth on Exhibit A (collectively, the "Account Receivable");
WHEREAS, the Account Receivable and all related rights (including, but not limited to, all of Assignor's rights under letters of protection relating thereto and all of Assignor's rights as a secured party in respect thereof) are referred to herein as the "Assigned Assets" ;
WHEREAS, Assignor desires to assign to Assignee, and Assignee desires to accept the assignment of, all of Assignor's rights, title and interest In, to and under the Assigned Assets;
NOW THEREFORE, the parties agree as follows:
1. Recitals. The foregoing recitals are true and correct and are incorporated herein by reference.
2. Assignment. Assignor hereby sells, Iransfers, sets over and assigns to Assignee all of Assignor's rights, title, and Interest In, to and under the Assigned Assets. Such assignment includes, without limitation, the transfer to Assignee of the sole and exclusive right to:
a. demand and receive payment of the obligations represented by the Account Receivable;
b. Issue payment instructions with respect to the payment of the obligations represented by the Account Receivable;
c. enforce any security interest or other rights the Assignor may have in the assets of the patient; and
d. enforce all other rights and remedies of Assignor under the Assigned Assets (including, without limitation, all rights and remedies of a secured creditor under the applicable Uniform Commercial Code or other applicable law to the extent of any security interest arising under or in connection with the Assigned Assets). The Assignee shall not be deemed by anything contained herein, or in any other agreement among the Assignee, the AsSignor, and Patient or his/her attorney, to have assumed any liabilities whatsoever relating to, or arising out of, directly or indirectly, any Assigned Asset.
3. Outstanding Medical Charges. Assignor represents and warrants to Assignee that:
Assignor's I n ilia (s,_ -"O'-'\\'-'---__
a. the total amount of the Account Receivable due under the Assigned Assets is as set out on Exhibit A,
b. Assignor is the sole and exclusive owner of, and has valid title to, the Account Receivable, free and clear of all liens;
c. all obligations represented by the Account Receivable result from the provision by Assignor or any employee, agent or other affiliate thereof of bona fide medical services at reasonable and customary rates;
d. there are no claims pending or threatened against Assignor (Including claims of set-off) relating to the services giving rise to the Account Receivable, nor is there any basis for any such claim;
e. there exist no disputes with regard to the validity or collectability of the Account Receivable, nor is there any basis for any such dispute; and
f. neither Assignor nor, to Assignor's knowledge, Ihe Palient or his/her attorney named in any Assigned Asset is in breach of any provision of the Assigned Assets.
4. Payment. In consideration of this Assignment, Assignee shall pay to Assignor the sum set out in Exhibit A upon the execution and delivery hereof.
S. Notice of Assignment. Upon execution of this Assignment, Assignor hereby authorizes Assignee to provide immediate written notice of this Assignment to Patient and his/her attorney.
6. Duty to Cooperate. The Assignor, its agents, employees, members, shareholders, representatives and/or doctors agree to use its best efforts to maximize the recovery of the assigned contracts/receivables, Including but not limited to complying with any reasonable request for Information or documentation by Assignee, complying in a timely manner with all subpoenas served on Assignor relating to any patient listed on Exhibit "A" and to cooperate in any reasonable manner with counsel for said patients and/or Assignee.
7. Sale Treatment; Security Interest. Assignor agrees to: (i) treat transfers to the Assignee of the Assigned Assets as a sale for all purposes; (ii) not treat any Assigned Asset as an asset on the Assignor's books and records; (iii) not assign or grant y security interest In any Assigned Asset; (Iv) o~n consents from
Assignee's Inilials_-,-,,---; __
Page 2 of 2
patients that are required by law in order for the Assignee or its designee, If any, to obtain Information needed to obtain payment from the proceeds of a Patients related claim or lawsuit; and (v) not claim any ownership Interest In any Assigned Asset.
In the event that, contrary to the mutual intent of the Assignor and the Assignee, the sale and purchase of any Assigned Asset hereunder is not characterized as a sale, then the Assignor hereby grants to the Assignee, effective as of the date hereof, a first priority security Interest in and to the Assigned Assets (together with all accounts, chattel paper, and general intangibles related thereto, all rights, remedies, guarantees, security interests, and liens In respect of any of the foregoing, if any, all records (other than patient medical records to the extent protected from disclosure by law), and other information necessary or relevant to the collection of the Assigned Assets, and all proceeds of any of the foregoing) to secure the repayment of all amounts advanced to or for the benefit of the Assignor. This Assignment Agreement shall be deemed to be a security agreement for such purposes.
8. Execution in Counterparts. This Assignment may be executed by the parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and both of which when taken together shall constitute one and the same agreement.
9. Severability. If any provision of this Assignment Is held to be illegal, invalid, or unenforceable, such provision shall be fully severable, and the remaining provisions of this Assignment shall remain in full force and effect and shall not be affected thereby.
10. Amendments. No modification, waiver or amendment of this Assignment shall be valid unless the same is in writing and signed by the party against whom the enforcement of such modification, waiver or amendment is sought.
11. Governing Law. This Assignment shall be governed by the laws of the State of Florida without regard to the conflicts of law principles thereof.
12. Assignment. This Assignment shall be binding on, and shall Inure to the benefit of, the parties hereto and their respective successors and permitted assigns. Assignee and any successor or assign thereof may at any time assign or transfer any of its rights or obligations hereunder without notice to or the consent of the Assignor. Assignor may not assign or transfer any of Its rights or obligations hereunder without the prior written consent of the Assignee. Any purported aSSignment in violation of the foregoing shall be null and void.
IN WITNESS WHEREOF, the parties have executed this Assignment (8K Value # 10) as of the date written above.
ASSIGNOR: Interventional Pain Center
10653 Wayzata Blvd suite 200
Minnetonka. MN 55305-1543
ASSIGNEE: Tri -Med Corporation
3 05 Tampa Road, #2304
~Si~g~nEed~B~v~:~.~~67!~ ________________________ Signed~B~: __ ~r-__________________ ~
Printed name: Dr Chad Hill Printed n Anthon Nicholas III
Title:Owner/Coordinator Date2 1121 ' t./ Title: Secretary Treasurer Date2-t1ltlr
EXHIBIT A (BK Value # 10)
PATIENT OUTSTANDING MEDICAL CHARGES PURCHASE PRICE
Multiple patients $ 140,000.20 $ 70,000.00 (50%)
(See Attached Exhibit A)
Assignor's InitiaIS_-IoB.,i+L... __ Assignee's Initials,....:...-\-;f--__ _
Interventional Pain Center book value Accumulated Funding 10 (AF10)
LastName Retail-
Initial Total Charge
Interventional Pain Center book value Accumulated Funding 10 (AF10)
i i
LastName FirstName MedorChiro
Interventional Pain Center book value Accumulated Funding 10 (AF10)
.j i
Total Book value as at Count 48
Funded at
FirstName
_ ·o.sj
MedorChiro
140,000.20
I -- 49,()OO.D7l
EXHIBIT 15
Filing # 30572170 E-Filed 08/06/2015 03:42:25 PM
EXHIBIT 16
Filing # 30572170 E-Filed 08/06/2015 03:42:25 PM
EXHIBIT 17
Filing # 30572170 E-Filed 08/06/2015 03:42:25 PM
COMPOSITE EXHIBIT 18
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REDACTED
REDACTED
REDACTEDREDACTED
REDACTED
REDACTEDREDACTED
REDACTED
EXHIBIT 19
Filing # 30572170 E-Filed 08/06/2015 03:42:25 PM
COMPOSITE EXHIBIT 20
Filing # 30572170 E-Filed 08/06/2015 03:42:25 PM
EXHIBIT 21
Filing # 30572170 E-Filed 08/06/2015 03:42:25 PM
REDACTED
REDACTED
REDACTED
REDACTED
REDACTED
REDACTED
REDACTED
REDACTED
REDACTED
REDACTED
REDACTED
EXHIBIT 22
Filing # 30572170 E-Filed 08/06/2015 03:42:25 PM
1
Date: Mon, 28 Oct 2013 09:52:27 -0500
From: jeremy anderson <[email protected]>To: Anthony Nicholas, Jr. <[email protected]>
Tony, attached is the updated receivables this month. I need you to transfer 50,000 into my account so I can transfer it into IPC account to make payroll and month end bills. I need this done today because payroll hits tomorrow. I will make sure Ekta gets you at least 150,000 in billing on a similar work sheet and list it as "IPC DPS Book Value 2". -- Jeremy Anderson Tri-Med Management Inc. 10653 Wayzata Blvd. # 200 Minnetonka, MN 55305 Direct (612) 325 9299 www.IPCMN.com This electronic communication, including any authorized attachments, contains information from Jeremy Anderson that may be legally privileged, confidential, and exempt from disclosure under applicable law. The communication may also include content that was not originally generated by Jeremy Anderson. If you are not the intended recipient, any use or dissemination of this communication is strictly prohibited. If you have received this communication in error, please notify the sender immediately and delete it from all computers on which it may be stored.
2
EXHIBIT 23
Filing # 30572170 E-Filed 08/06/2015 03:42:25 PM
1
Date: Thu, 5 Dec 2013 15:35:04 -0600
From: jeremy anderson <[email protected]>To: Tony Nicholas <[email protected]>
Tony, Ekta has the new batch 2 book value ready for you and will send it now, it shows we have over 500,000 in clean a/r we are selling, I want to move it to 35 cents because we are recovering almost 100% from the first batch book value. That would make it roughly 175,000 for batch 2, Tri Med has already funded 50 + 30 + 25 = 105 leaving 70,000 left to send. Once you get the report from Ekta, please put the 70,000 into my account and I will transfer it into IPC's account. Thanks -- Jeremy Anderson Tri-Med Management Inc. 10653 Wayzata Blvd. # 200 Minnetonka, MN 55305 Direct (612) 325 9299 www.IPCMN.com This electronic communication, including any authorized attachments, contains information from Jeremy Anderson that may be legally privileged, confidential, and exempt from disclosure under applicable law. The communication may also include content that was not originally generated by Jeremy Anderson. If you are not the intended recipient, any use or dissemination of this communication is strictly prohibited. If you have received this communication in error, please notify the sender immediately and delete it from all computers on which it may be stored.
2
EXHIBIT 24
Filing # 30572170 E-Filed 08/06/2015 03:42:25 PM
1
Subject: Re: Paypal charges
Date: Sun, 29 Dec 2013 20:25:45 -0600 From: jeremy anderson <[email protected]>
To: Stacy Serrano <[email protected]> CC: Tony Nicholas <[email protected]>
IPC costs is A/R that IPC (Interventional Pain Center) sold to Tri Med Corp. Tony would transfer them money into my account from the Tri Med Trust account and I would transfer it to the IPC banking account that I control.
On Sun, Dec 29, 2013 at 7:00 PM, Stacy Serrano <[email protected]> wrote: Hello Jeremy, Can you tell me the nature of the "IPC costs"? I need to know what General Ledger account to put this to. Thanks, Stacy
On Thu, Dec 26, 2013 at 11:51 AM, Stacy Serrano <[email protected]> wrote: Hi Jeremy, I probably do not need to tell you that this really is not the right way to do these transactions. Just by looking at the transactions it looks like we are paying you money. Is there any way to get the Indian software company to bill Trimed directly? If not, can you please ask Indian software to provide a statement of activity for the account for Trimed records? We need to keep this on hand as back up for these transactions. Thank you so much, Stacy
On Thu, Dec 26, 2013 at 11:35 AM, jeremy anderson <[email protected]> wrote: Hi Stacy,
2
We are developing a web based management system and the IT means (technology etc.) I am being billed by Indian software people and they bill my pay pal account and that is how I pay them. I am not collecting money, unfortunately I am just paying it out thru my Pay Pal account.
On Thu, Dec 26, 2013 at 10:31 AM, Stacy Serrano <[email protected]> wrote: Good morning Jeremy, Can you please explain the paypal charges that you have designated as "IT" charges? The paypal transaction has your name on it. Is this your paypal account and those monies are being collected by you? Please advise, Stacy
-- Jeremy Anderson Tri-Med Management Inc. 10653 Wayzata Blvd. # 200 Minnetonka, MN 55305 Direct (612) 325 9299 www.IPCMN.com This electronic communication, including any authorized attachments, contains information from Jeremy Anderson that may be legally privileged, confidential, and exempt from disclosure under applicable law. The communication may also include content that was not originally generated by Jeremy Anderson. If you are not the intended recipient, any use or dissemination of this communication is strictly prohibited. If you have received this communication in error, please notify the sender immediately and delete it from all computers on which it may be stored.
-- Jeremy Anderson Tri-Med Management Inc.
3
10653 Wayzata Blvd. # 200 Minnetonka, MN 55305 Direct (612) 325 9299 www.IPCMN.com This electronic communication, including any authorized attachments, contains information from Jeremy Anderson that may be legally privileged, confidential, and exempt from disclosure under applicable law. The communication may also include content that was not originally generated by Jeremy Anderson. If you are not the intended recipient, any use or dissemination of this communication is strictly prohibited. If you have received this communication in error, please notify the sender immediately and delete it from all computers on which it may be stored.
EXHIBIT 25
Filing # 30572170 E-Filed 08/06/2015 03:42:25 PM
Filing # 11902900 Electronically Filed 03/28/2014 06:54:42 PM
EXHIBIT 26
Filing # 30572170 E-Filed 08/06/2015 03:42:25 PM