Exhibit 10.11
COPYRIGHT SECURITY AGREEMENT
COPYRIGHT SECURITY AGREEMENT, dated as of April 13, 2026 (as amended, restated, supplemented or otherwise modified, this “Agreement”), among CARECLOUD HOLDINGS INC., a Delaware corporation (“CC Holdings”), each Subsidiary party hereto as of the date hereof (collectively, the “Subsidiaries” and together with CC Holdings, the “Grantors”) and CITIZENS BANK, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”).
Reference is made to (a) the Credit Agreement, dated as of April 13, 2026, among CareCloud Inc., a Delaware corporation (the “Borrower”), the Lenders party thereto and the Administrative Agent (as the same may be amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), and (b) the Pledge and Security Agreement, dated as of April 13, 2026, by and among the Grantors party thereto and the Administrative Agent (as the same may be amended, restated, supplemented or otherwise modified from time to time, the “Security Agreement”).
The Lenders have agreed to extend credit to the Borrower subject to the terms and conditions set forth in the Credit Agreement, the Guarantors have guaranteed Secured Obligations and the Grantors have secured their obligations pursuant to the Security Agreement. The obligations of the Lenders to extend such credit are conditioned upon, among other things, the execution and delivery of this Agreement.
Accordingly, the parties hereto agree as follows:
1. Terms. Capitalized terms used in this Agreement and not otherwise defined herein have the meanings specified in the Security Agreement or the Credit Agreement.
2. Grant of Security Interest. As security for the payment or performance, as applicable, in full when due (whether at the stated maturity, by acceleration or otherwise) of the Secured Obligations, each Grantor, pursuant to the Security Agreement, did and hereby does grant to the Administrative Agent (and its successors and assigns), for the ratable benefit of the Secured Parties, a security interest in, all such Grantor’s right, title and interest in, to or under any and all of the following assets now owned or at any time hereafter acquired (collectively, the “Copyright Collateral”):
(a) all copyright rights in any work subject to the copyright laws of the United States of America, whether as author, assignee, transferee or otherwise, all registrations and applications for registration of any such copyright in the United States of America, in each case described on Schedule I and all reissues, renewals, continuations and extensions thereof and amendments thereto (the (“Copyrights”);
(b) all rights and privileges arising under applicable law with respect to the use of Copyrights;
(c) all reissues, renewals, continuations and extensions thereof and amendments thereto, and
(d) all income, fees, royalties, damages, claims and payments now or hereafter due and/or payable with respect thereto, including damages and payments for past, present or future infringements thereof.
3. Security Agreement. The security interests granted to the Administrative Agent herein are granted in furtherance, and not in limitation of, the security interests granted to the Administrative Agent pursuant to the Security Agreement. Each Grantor hereby acknowledges and affirms that the rights and remedies of the Administrative Agent with respect to the Copyright Collateral are more fully set forth in the Security Agreement, the terms and provisions of which are hereby incorporated herein by reference as if fully set forth herein. In the event of any conflict between the terms of this Agreement and the Security Agreement, the terms of the Security Agreement shall govern.
4. Counterparts. This Agreement may be executed in counterparts (and by different parties hereto in different counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single contract. Delivery of an executed counterpart of a signature page of this Agreement by facsimile or in electronic (e.g., “pdf” or “tif”) format shall be effective as delivery of a manually executed counterpart of this Agreement.
5. Governing Law. This Agreement shall be governed by, and construed in accordance with, the laws of the State of New York.
[Signature page follows]
IN WITNESS WHEREOF, the parties hereto have duly executed this Copyright Security Agreement as of the day and year first above written.
| CARECLOUD HOLDINGS, INC., a Delaware corporation | ||
| By: | /s/ Norman Roth | |
| Name: | Norman Roth | |
| Title: | Authorized Officer | |
Signature Page to Copyright Security Agreement
| CITIZENS BANK, N.A., as Administrative Agent | ||
| By: | /s/ Megan Westhuis | |
| Name: | Megan Westhuis | |
| Title: | Senior Vice President | |
Signature Page to Copyright Security Agreement
SCHEDULE I
COPYRIGHTS
| Title | Reg. No. | Reg. Date | ||