ASSET PURCHASE AGREEMENT MODIFICATION/SETTLEMENTAGREEMENT AND MUTUAL RELEASE

Exhibit 10.1

ASSET PURCHASE AGREEMENT MODIFICATION/SETTLEMENT AGREEMENT AND MUTUAL RELEASE

This Asset Purchase Agreement Modification/Settlement Agreement and Mutual Release (“Modification/Settlement Agreement”) is made as of the date set forth below by and between Medical Transcription Billing Corp. with a principal address of 7 Clyde Road, Somerset, New Jersey, 08873 (hereinafter sometimes referred to as “MTBC”); CastleRock Solutions, Inc. a California Corporation, with a principal address of 995 Montague Expressway, Suite 121, Milpitas, CA 95035, (hereinafter sometimes referred to as “CastleRock”); Professional Accounts Management, Inc., a California Corporation with its principal place of business located at Brea, California (hereinafter sometimes referred to as “PAM”); Tekhealth Services, Inc., a California Corporation, with a principal address of 995 Montague Expressway, Suite 120, Milpitas, CA 95035 (hereinafter sometimes referred to as “THS”) and Ravindran Ramoji an individual residing at 624 Angus Drive, Milpitas, CA 95035 (hereinafter sometimes referred to as (“Ramoji”) (CastleRock, PAM, THS and Ramoji are collectively sometimes referred to as the “Castlerock Group”) who are more fully identified below and are sometimes hereinafter referred to collectively as the “Parties.”

RECITALS

WHEREAS, the Parties are parties to a certain Asset Purchase Agreement dated August 23, 2013, and as subsequently amended (the “APA”);

WHEREAS FURTHER, said APA contains certain representations, warranties and/or covenants regarding confidentiality and non-competition and solicitation, over which the Parties have had a particular dispute and which has caused MTBC to incur damages (the “Dispute”);

WHEREAS FURTHER, the Parties hereto have agreed to amicably resolve their dispute by entering into this Modification/Settlement Agreement; and

WHEREAS FURTHER, MTBC will or has entered into a separate Settlement Agreement with the remaining parties in the dispute: Christopher F. Burns (“Burns”), an Individual residing in San Diego California and EA Health Corporation, a California Corporation;

WHEREAS FURTHER, MTBC will or has entered into a separate Settlement Agreement with the remaining party to the APA, namely Physician Development Strategies Inc. d/b/a Practice Development Strategies (“PDS”) (including all of its shareholders), and Burns in resolution of those claims against PDS and/or Burns arising out of the Dispute.

NOW THEREFORE In consideration of the mutual covenants contained herein and for other good and valuable consideration, the adequacy and receipt of which are hereby acknowledged and conclusively established, Parties agree as follows:

AGREEMENT

Notwithstanding anything else contained herein, MTBC reserves all rights under Section 1.3 of the APA, as amended, related to all revenue associated with all customers transferred as part of the APA provided however, that in no event shall the CastleRock Group be liable to MTBC for any negative calculations in the Revenue Adjustment to Share Considerations. For clarity under no circumstances shall the CastleRock Group be required to refund any consideration paid under the APA or the reimbursement amounts paid under the Agreement, to MTBC.

The Parties hereby declare that the terms of this Modification/Settlement Agreement have been completely read and are fully understood and voluntarily accepted for the purpose of making a full and final compromise, adjustment, and settlement of any and all known and unknown claims, disputed or otherwise, and for the express purpose of precluding forever any further or additional claims arising out of or in connection with the Agreement, or the Parties’ relationship.

[Signature Page to Follow]

IN WITNESS WHEREOF, the Parties have caused this Modification/Settlement Agreement to be duly executed as of the date set forth below.