Apollo Medical Holdings, Inc. Sample Contracts

Apollo Medical Holdings, Inc. – LOAN AGREEMENT (May 13th, 2019)

THIS LOAN AGREEMENT (this “Agreement”) is made and entered into as of May 10, 2019 by and between Apollo Medical Holdings, Inc., a Delaware corporation (“Lender”), and AP-AMH Medical Corporation, a California professional medical corporation (“Borrower”), with reference to the following facts:

Apollo Medical Holdings, Inc. – SECURITY AGREEMENT (May 13th, 2019)

This SECURITY AGREEMENT (“Agreement”) dated and effective as of ___________, 2019, is entered into by AP-AMH Medical Corporation, a California professional medical corporation (“Debtor”), in favor of Apollo Medical Holdings, Inc., a Delaware corporation (“Secured Party”), with reference to the following facts:

Apollo Medical Holdings, Inc. – STOCK PURCHASE AGREEMENT (May 13th, 2019)

This Stock Purchase Agreement (this “Agreement”) is entered into as of May 10, 2019 by and between Allied Physicians of California, a Professional Medical Corporation, a California corporation (“APC”), and Apollo Medical Holdings, Inc., a Delaware corporation (“Apollo”), with reference to the following facts:

Apollo Medical Holdings, Inc. – ADMINISTRATIVE SERVICES AGREEMENT (May 13th, 2019)

This ADMINISTRATIVE SERVICES AGREEMENT (this “Agreement”) is dated as of May 10, 2019, by and between NETWORK MEDICAL MANAGEMENT, INC., a California corporation, whose address is 1668 S. Garfield Ave., 2nd Floor, Alhambra, CA 91801 ("Manager”), and AP-AMH MEDICAL CORPORATION, a California professional medical corporation, whose address is 1668 S. Garfield Ave., 2nd Floor, Alhambra, CA 91801 (“AP-AMH”), with reference to the following facts:

Apollo Medical Holdings, Inc. – TRADENAME LICENSING AGREEMENT (May 13th, 2019)

This TRADENAME LICENSING AGREEMENT (this “Agreement”) is dated as of May 10, 2019, by and between Apollo Medical Holdings, Inc., a Delaware corporation, whose address is 1668 S. Garfield Ave., 2nd Floor, Alhambra, CA 91801 (“Apollo”), and AP-AMH Medical Corporation, a California professional medical corporation, whose address is 1668 S. Garfield Ave., 2nd Floor, Alhambra, CA 91801 (“AP-AMH”).

Apollo Medical Holdings, Inc. – Series A Preferred Stock Purchase Agreement By And Between AP-AMH MEDICAL CORPORATION AND ALLIED PHYSICIANS OF CALIFORNIA, A PROFESSIONAL MEDICAL CORPORATION (May 13th, 2019)

This SERIES A PREFERRED STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of May 10, 2019 (the “Execution Date”) by and between Allied Physicians of California, a Professional Medical Corporation, a California corporation (the “Company” or “Seller”), and AP-AMH Medical Corporation, a California professional medical corporation (“Buyer”).

Apollo Medical Holdings, Inc. – PHYSICIAN SHAREHOLDER AGREEMENT (May 13th, 2019)

This PHYSICIAN SHAREHOLDER AGREEMENT (this “Agreement”), dated as of May 10, 2019, is granted and delivered by Thomas Lam, M.D. (“Shareholder”), a physician licensed under the laws of the State of California (the “State”), in favor of Network Medical Management, Inc. a California corporation (“Manager”), and Apollo Medical Holdings, Inc., a Delaware corporation (“Apollo”), and for the benefit of AP-AMH Medical Corporation, a California professional medical corporation (“Practice”). Capitalized terms used herein and not otherwise defined shall have the meanings given such terms in the Management Agreement (as defined below).

Apollo Medical Holdings, Inc. – VOTING AND REGISTRATION RIGHTS AGREEMENT (May 13th, 2019)

THIS VOTING AND REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of ________________, 2019, by and among Apollo Medical Holdings, Inc., a Delaware corporation (the “Company”), and Allied Physicians of California, A Professional Medical Corporation (“Purchaser”).

Apollo Medical Holdings, Inc. – SPECIAL PURPOSE SHAREHOLDER AGREEMENT OF ALLIED PHYSICIANS OF CALIFORNIA, A PROFESSIONAL MEDICAL CORPORATION (May 13th, 2019)

This Special Purpose Shareholder Agreement (the “Agreement”) is made and entered into as of May 10, 2019, by and between ALLIED PHYSICIANS OF CALIFORNIA, A PROFESSIONAL MEDICAL CORPORATION doing business as Allied Pacific of California IPA (the “Corporation”), and AP-AMH MEDICAL CORPORATION, a California professional medical corporation, the holder of the Series A Preferred Stock (the “Series A Preferred Stockholder”). Any and all shares of the Corporation outstanding as of the date of this Agreement or issued in the future, of any class, are referred to herein as the “Shares,” and any holder of Shares, including without limitation any Series A Preferred Shareholder, is referred to herein as a “Shareholder,” but in no event shall the term “Shareholder” include the Corporation.

Apollo Medical Holdings, Inc. – APOLLO MEDICAL HOLDINGS, INC. INDENTURE Dated as of , 20 Trustee (April 29th, 2019)

Each party agrees as follows for the benefit of the other party and for the equal and ratable benefit of the Holders of the Securities issued under this Indenture.

Apollo Medical Holdings, Inc. – BOARD OF DIRECTORS AGREEMENT (January 17th, 2019)

This Board of Directors Agreement (“Agreement”) made effective as January 11, 2019, by and between Apollo Medical Holdings, Inc., with its principal place of business at 1668 S. Garfield Ave., 2nd Floor, Alhambra, California 91801 (the “Company”) and Linda Marsh, with an address at _______________________________________ (“Director”), provides for director services, according to the following terms and conditions:

Apollo Medical Holdings, Inc. – BOARD OF DIRECTORS AGREEMENT (January 17th, 2019)

This Board of Directors Agreement (“Agreement”) is made effective as January 11, 2019, by and between Apollo Medical Holdings, Inc., with its principal place of business at 1668 S. Garfield Ave., 2nd Floor, Alhambra, California 91801 (the “Company”) and John Chiang, with an address at ______________________________ (“Director”), provides for director services, according to the following terms and conditions:

Apollo Medical Holdings, Inc. – BOARD OF DIRECTORS AGREEMENT (June 26th, 2018)

This Board of Directors Agreement (“Agreement”) made as of June 21, 2018, by and between Apollo Medical Holdings, Inc., with its principal place of business at 1668 S. Garfield Ave., Alhambra, California 91801 (the “Company”) and Joseph M. Molina, M.D., with an address at 625 Fair Oaks Ave., Suite 270 South Pasadena, CA 91030 (“Director”), provides for director services, according to the following terms and conditions:

Apollo Medical Holdings, Inc. – BOARD OF DIRECTORS AGREEMENT (June 26th, 2018)

This Board of Directors Agreement (“Agreement”) made as of June 21, 2018, by and between Apollo Medical Holdings, Inc., with its principal place of business at 1668 S. Garfield Ave., 2nd Floor, Alhambra, California 91801 (the “Company”) and Ernest A. Bates, M.D., with an address at 2 Embarcadero Ctr., Suite 410, San Francisco, CA 94111 (“Director”), provides for director services, according to the following terms and conditions:

Apollo Medical Holdings, Inc. – Amendments to Sections 3.1 and 3.2 of Article III of the Restated Bylaws of Apollo Medical Holdings, Inc., a Delaware corporation (June 21st, 2018)
Apollo Medical Holdings, Inc. – CERTIFICATE OF AMENDMENT OF RESTATED CERTIFICATE OF INCORPORATION OF APOLLO MEDICAL HOLDINGS, INC. (June 21st, 2018)

Apollo Medical Holdings, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “Corporation”), does hereby certify as follows:

Apollo Medical Holdings, Inc. – Amendments to Sections 2.1, 2.3 and 2.7 of Article II and 7.3 of Article VII of the Restated Bylaws of Apollo Medical Holdings, Inc., a Delaware corporation (April 25th, 2018)
Apollo Medical Holdings, Inc. – APOLLO MEDICAL HOLDINGS, INC. Partial Assignment of Common Stock Purchase Warrant (April 2nd, 2018)

Reference is hereby made to that certain (i) Agreement and Plan of Merger, dated as of December 21, 2016 (as amended on March 30, 2017 and October 17, 2017, the “Merger Agreement”), by and among Apollo Medical Holdings, Inc., a Delaware corporation (“ApolloMed”), Apollo Acquisition Corp., a California corporation, Network Medical Management, Inc., a California corporation (“NMM”) and Kenneth Sim, M.D., as the Shareholders’ Representative, and (ii) Common Stock Purchase Warrant, dated as of March 30, 2016 (the “Series B Warrant”), a copy of which is attached hereto as Exhibit A.

Apollo Medical Holdings, Inc. – CONVERTIBLE SECURED PROMISSORY NOTE (April 2nd, 2018)

FOR VALUE RECEIVED, the undersigned (“Maker”) hereby promises to pay jointly to NETWORK MEDICAL MANAGEMENT, INC., a California corporation (“NMM”), and ALLIED PHYSICIANS OF CALIFORNIA, A PROFESSIONAL MEDICAL CORPORATION, a California corporation (“APC,” which together with NMM and their respective successors and assigns who become holders of this Convertible Secured Promissory Note (this “Note”), are collectively referred to as “Holder”), or order, at such place as Holder may designate, the principal sum of Ten Million Dollars ($10,000,000), plus interest as set forth below. All payments of principal, interest and other costs and fees payable hereunder shall be allocated between NMM and APC as they shall determine in their sole and absolute discretion, and Maker shall comply with any payment instructions regarding such allocation.

Apollo Medical Holdings, Inc. – APOLLO MEDICAL HOLDINGS, INC. 2015 EQUITY INCENTIVE PLAN (April 2nd, 2018)
Apollo Medical Holdings, Inc. – COMMERCIAL LEASE (April 2nd, 2018)

The Landlord hereby agrees to lease to the Tenant, and the Tenant hereby agrees to hire and take from the Landlord, the Leased Premises described below pursuant to the terms and conditions specified herein:

Apollo Medical Holdings, Inc. – BUSINESS LOAN AGREEMENT (April 2nd, 2018)

THIS BUSINESS LOAN AGREEMENT dated April 9, 2016, is made and executed between Network Medical Management, Inc. ("Borrower") and Preferred Bank ("Lender") on the following terms and conditions. Borrower has received prior commercial loans from Lender or has applied to Lender for a commercial loan or loans or other financial accommodations, including those which may be described on any exhibit or schedule attached to this Agreement. Borrower understands and agrees that: (A) in granting, renewing, or extending any Loan, Lender is relying upon Borrower's representations, warranties, and agreements as set forth in this Agreement; (B) the granting, renewing, or extending of any Loan by Lender at all times shall be subject to Lender's sole judgment and discretion; and (C) all such Loans shall be and remain subject to the terms and conditions of this Agreement.

Apollo Medical Holdings, Inc. – COMMERCIAL LEASE (April 2nd, 2018)

The Landlord hereby agrees to lease to the Tenant, and the Tenant hereby agrees to hire and take from the Landlord, the Leased Premises described below pursuant to the terms and conditions specified herein:

Apollo Medical Holdings, Inc. – APOLLO MEDICAL HOLDINGS, INC. Common Stock Purchase Warrant (April 2nd, 2018)

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ____________ or permitted and registered assigns (the “Holder”) is entitled, at any time prior to 5:00 p.m., Pacific time, on December 8, 2022 (the “Expiration Date”), to purchase from Apollo Medical Holdings, Inc., a Delaware corporation (“Company”), up to the number of fully paid and non-assessable shares (the “Shares”) of Common Stock, par value $0.001 per share, of Company (the “Common Stock”) specified above (the “Warrant Number”) at an exercise price of $11.00 per Share (the “Warrant Exercise Price”) or to convert this Warrant into Shares, in each case subject to the provisions and upon the terms and conditions set forth in this Warrant. This Warrant has been issued in connection with the Agreement and Plan of Merger, dated as of December 21, 2016 (as amended on March 30, 2017 and October 17, 2017, the “Merger Agreement”), among the Company, Apollo Acquisition Corp., a wholly-owned subsidiary o

Apollo Medical Holdings, Inc. – APOLLO MEDICAL HOLDINGS, INC. Common Stock Purchase Warrant (April 2nd, 2018)

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ____________ or permitted and registered assigns (the “Holder”) is entitled, at any time prior to 5:00 p.m., Pacific time, on December 8, 2022 (the “Expiration Date”), to purchase from Apollo Medical Holdings, Inc., a Delaware corporation (“Company”), up to the number of fully paid and non-assessable shares (the “Shares”) of Common Stock, par value $0.001 per share, of Company (the “Common Stock”) specified above (the “Warrant Number”) at an exercise price of $10.00 per Share (the “Warrant Exercise Price”) or to convert this Warrant into Shares, in each case subject to the provisions and upon the terms and conditions set forth in this Warrant. This Warrant has been issued in connection with the Agreement and Plan of Merger, dated as of December 21, 2016 (as amended on March 30, 2017 and October 17, 2017, the “Merger Agreement”), among the Company, Apollo Acquisition Corp., a wholly-owned subsidiary o

Apollo Medical Holdings, Inc. – APOLLO MEDICAL HOLDINGS, INC. Partial Assignment of Common Stock Purchase Warrant (April 2nd, 2018)

Reference is hereby made to that certain (i) Agreement and Plan of Merger, dated as of December 21, 2016 (as amended on March 30, 2017 and October 17, 2017, the “Merger Agreement”), by and among Apollo Medical Holdings, Inc., a Delaware corporation (“ApolloMed”), Apollo Acquisition Corp., a California corporation, Network Medical Management, Inc., a California corporation (“NMM”) and Kenneth Sim, M.D., as the Shareholders’ Representative, and (ii) Common Stock Purchase Warrant, dated as of October 14, 2015 (the “Series A Warrant”), a copy of which is attached hereto as Exhibit A.

Apollo Medical Holdings, Inc. – CHANGE IN TERMS AGREEMENT (April 2nd, 2018)

DESCRIPTION OF EXISTING INDEBTEDNESS. A Promissory Note dated April 30, 2012 in the original Principal Amount of Two Million & 00/000 Dollars ($2,000,000.00) as amended by various Change in Terms Agreements including a Change in Terms Agreement dated April 9, 2016.

Apollo Medical Holdings, Inc. – ADDENDUM TO LEASE AGREEMENT DATED AUGUST 1, 2002 (April 2nd, 2018)

This addendum is attached to and forms a part of the lease. The following lease agreement is entered into this 1st day of Feb 2013 and accepted between landlord MEDICAL PROPERTY PARTNERS LLC and tenant NETWORK MEDICAL MANAGEMENT INC covering premises known as 1680 & 1668 S. Garfield Ave. Alhambra, CA 91801, consisting of approximately twenty five thousand nine hundred and one square feet (25,901 sq. ft.) as follow:

Apollo Medical Holdings, Inc. – SIXTH AMENDMENT (March 20th, 2018)

This SIXTH AMENDMENT (this “Agreement”), dated as of March 16, 2018, is entered into among APOLLO MEDICAL HOLDINGS, INC., a Delaware corporation (“Company”), and NNA OF NEVADA, INC., a Nevada corporation (“NNA”).

Apollo Medical Holdings, Inc. – Network Medical Management, Inc. Consolidated Financial Statements Years Ended December 31, 2016 and 2015 (February 23rd, 2018)

We have audited the accompanying consolidated balance sheets of Network Medical Management, Inc. (“Company”) as of December 31, 2016 and 2015 and the related consolidated statements of income, mezzanine equity, stockholders’ equity (deficit), and cash flows for the years then ended. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

Apollo Medical Holdings, Inc. – Network Medical Management, Inc. (February 23rd, 2018)

Retained Earnings (Accumulated Deficit)   Total NMM Shareholders’ (Deficit) Equity   Noncontrolling Interest in CDSC   Total Shareholders’ Equity (Deficit)

Apollo Medical Holdings, Inc. – UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS (February 23rd, 2018)

On December 8, 2017 (the “Effective Time”) the merger (the “Merger”) of Apollo Medical Holdings, Inc.’s (the “Company”) wholly-owned subsidiary, Apollo Acquisition Corp. (“Merger Sub”), with and into Network Medical Management, Inc. (“NMM”) as the surviving entity was completed, in accordance with the terms and conditions of the Agreement and Plan of Merger, dated as of December 21, 2016 (as amended on March 30, 2017 and October 17, 2017), by and among the Company, Merger Sub, NMM and Kenneth Sim, M.D., as the NMM shareholders’ representative (the “Merger Agreement”). As a result of the Merger, NMM now is a wholly-owned subsidiary of the Company and former NMM shareholders own a majority of the issued and outstanding common stock of the Company. For accounting purposes, the Merger is treated as a “reverse acquisition” and NMM is considered the accounting acquirer. Accordingly, as of the Closing, NMM’s historical results of operations will replace the Company’s historical results of ope

Apollo Medical Holdings, Inc. – BOARD OF DIRECTORS AGREEMENT (December 13th, 2017)

This Board of Directors Agreement (“Agreement”) made as of December __, 2017, by and between Apollo Medical Holdings, Inc., with its principal place of business at 700 North Brand Boulevard, Suite 220, Glendale, California 91203 (the “Company”) and _____, with an address at _____ (“Director”), provides for director services, according to the following terms and conditions:

Apollo Medical Holdings, Inc. – Amendment to Sections 3.1 and 3.2 of Article III of the Bylaws of Apollo Medical Holdings, Inc., a Delaware corporation (December 13th, 2017)
Apollo Medical Holdings, Inc. – INDEMNIFICATION AGREEMENT (December 13th, 2017)

INDEMNIFICATION AGREEMENT (this “Agreement”) effective as of December __, 2017 by and between APOLLO MEDICAL HOLDINGS, INC., a Delaware corporation (the “Company”) and ______ (“Indemnitee”).