Stock Purchase and Sale Agreement between HealthGate Data Corp. and Computer Sciences Corporation (May 20, 2003)

Summary

HealthGate Data Corp. and Computer Sciences Corporation entered into an agreement on May 20, 2003, for HealthGate to buy back 599,403 shares of its own common stock from Computer Sciences Corporation at $0.08 per share, totaling $47,952.24. The agreement outlines the process for payment and transfer of stock certificates, with both parties agreeing to cooperate fully to complete the transaction. HealthGate confirms it is authorized to make the purchase, and the agreement is effective upon execution by both parties.

EX-10.2 4 a2115976zex-10_2.txt EXHIBIT 10.2 Exhibit 10.2 STOCK PURCHASE AND SALE AGREEMENT This Stock Purchase and Sale Agreement, dated as of May 20, 2003, is entered into by and between HealthGate Data Corp. ("HealthGate") and Computer Sciences Corporation, as successor to Nichols Research Corporation ("Seller"). Buyer and Seller agree as follows: 1. Seller has had the opportunity to review HealthGate's filings with the U.S. Securities and Exchange Commission and otherwise make detailed inquiry concerning HealthGate. Seller acknowledges that it has had the opportunity to ask questions of and receive answers from HealthGate. 2. Effective May 20, 2003, HealthGate is buying from Seller and Seller is selling to HealthGate 599,403 shares of common stock of HealthGate Data Corp., for the price of $0.08 per share or a total purchase price of $47,952.24. 3. HealthGate shall promptly deliver to Rich, May, a Professional Corporation a check for $47,952.24 payable to Computer Sciences Corporation. 4. Seller shall promptly deliver stock certificate No HG 242 representing 599,403 shares of HealthGate common stock, and a fully-executed stock power, to transfer 599,403 shares of HealthGate common stock to HealthGate to: Rich May, a Professional Corporation 176 Federal Street Boston, MA 02110 Attn: Stephen M. Kane 5. Upon receipt of the documents described in Section 4, HealthGate shall instruct Rich May, a Professional Corporation to promptly deliver the $47,952.24 payment check to: Computer Sciences Corporation Corporate Headquarters 2100 East Grand Avenue El Segundo, CA 90245 Attn: Stefanie Forsey 6. Both parties will fully cooperate with each in connection with the purchase, sale and transfer of ownership of 599,403 shares of HealthGate common stock, including executing and delivering further instruments of transfer and assignment. 7. HealthGate Data Corp. represents and warrants that it is duly authorized to complete this transaction and that the individual signing below on behalf of HealthGate has full power and authority to bind the corporation. 8. Counterparts. This Agreement may be executed in any number of counterparts and each such counterpart shall for all purposes be deemed to be an original, and all such counterparts shall together constitute but one and the same instrument. [SIGNATURES APPEAR ON THE FOLLOWING PAGE] IN WITNESS WHEREOF, the undersigned have hereunto set their hands as of the day and year first above written. HealthGate Data Corp Computer Sciences Corporation ("Seller") By: /s/ William S. Reece By: /s/ H D Fisk ------------------------ ----------------------- William S. Reece Name: H D Fisk President and CEO ----------------------- Title: Vice President -----------------------