INDEMNIFICATION AGREEMENTIndemnification Agreement • July 11th, 2014 • JOINT Corp • Patent owners & lessors • Delaware
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of [___________], 20[_] between The Joint Corp., a Delaware corporation (the “Company”), and [name] (“Indemnitee”).
CREDIT AGREEMENT dated as of February 28, 2020 among THE JOINT CORP. The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent JPMORGAN CHASE BANK, N.A., as Sole Bookrunner and Sole Lead ArrangerCredit Agreement • March 3rd, 2020 • JOINT Corp • Patent owners & lessors • Illinois
CREDIT AGREEMENT dated as of February 28, 2020 (as it may be amended or modified from time to time, this “Agreement”), among THE JOINT CORP., as Borrower, the other Loan Parties party hereto, the Lenders party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
Form of Representatives’ Warrant AgreementJOINT Corp • October 22nd, 2014 • Patent owners & lessors • Delaware
THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [________________] [DATE THAT IS ONE YEAR FROM THE EFFECTIVE DATE OF THE OFFERING]. VOID AFTER 5:00 P.M., EASTERN TIME, [___________________] [DATE THAT IS FOUR YEARS FROM THE EFFECTIVE DATE OF THE OFFERING].
ContractCommon Stock Purchase Warrant • October 27th, 2015 • JOINT Corp • Patent owners & lessors • Delaware
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING THE EFFECTIVE DATE (DEFINED BELOW) TO ANYONE OTHER THAN (I) ROTH CAPITAL PARTNERS, LLC OR FELTL AND COMPANY, INC. OR AN UNDERWRITER OR A SELECTED DEALER PARTICIPATING IN THE OFFERING, OR (II) A BONA FIDE OFFICER OR PARTNER OF ROTH CAPITAL PARTNERS, LLC OR FELTL AND COMPANY, INC. OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER.
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • March 3rd, 2020 • JOINT Corp • Patent owners & lessors • Illinois
THIS PLEDGE AND SECURITY AGREEMENT (as it may be amended, restated, supplemented or otherwise modified from time to time, this “Security Agreement”) is entered into as of February 28, 2020 by and among THE JOINT CORP., a Delaware corporation (the “Borrower”), and any additional entities which become parties to this Security Agreement by executing a Security Agreement Supplement hereto in substantially the form of Annex I hereto (such additional entities, together with Borrower, each a “Grantor”, and collectively, the “Grantors”), and JPMorgan Chase Bank, N.A., in its capacity as administrative agent (the “Administrative Agent”), for the Lenders party to the Credit Agreement referred to below.
Stock Option Agreement (Incentive [or Non-statutory] Stock Option Under The Joint Corp. 2014 Stock Plan)Stock Option Agreement • September 19th, 2014 • JOINT Corp • Patent owners & lessors • Arizona
Subject to the following terms, The Joint Corp., a Delaware corporation (the Company), grants to the following employee of the Company (Employee), as of the following grant date (the Grant Date), an incentive stock option (the Option) to purchase the following number of shares of the Company’s common stock, par value $.001 per share (the Option Shares), at the following purchase price per share (the Exercise Price), exercisable in installments in accordance with the following vesting schedule, subject to expiration on the following expiration date (the Expiration Date):
ASSET AND FRANCHISE PURCHASE AGREEMENTAsset and Franchise Purchase Agreement • May 5th, 2016 • JOINT Corp • Patent owners & lessors • Arizona
THIS ASSET AND FRANCHISE PURCHASE AGREEMENT (“Agreement”) is made and entered into on April 29, 2016, by and between The Joint Corp., a Delaware corporation (“TJC”), Guthrie Joint Venture NM, LLC, a New Mexico limited liability company (“Seller”), and Ronald Guthrie (the “Shareholder”).
EMPLOYMENT AGREEMENTEmployment Agreement • October 27th, 2015 • JOINT Corp • Patent owners & lessors • Arizona
THIS AGREEMENT (the “Agreement”) dated as of October 23, 2015 is made and entered into by and between The Joint Corp., a Delaware corporation (the “Company”), and John B. Richards (the “Executive”).
Stock Option Agreement (Incentive Stock Option Under The Joint Corp. 2012 Stock Plan)Stock Option Agreement • September 19th, 2014 • JOINT Corp • Patent owners & lessors • Arizona
Subject to the following Terms of Option, The Joint Corp., a Delaware corporation (the “Company”), grants to the following employee of the Company (“Employee), as of the following grant date (the “Grant Date”), an incentive stock option (the “Option”) to purchase the following number of shares of the Company’s common stock, par value $.001 per share (the “Option Shares”), at the following purchase price per share (the “Exercise Price”), exercisable in installments in accordance with the following vesting schedule, subject to expiration on the following expiration date (the “Expiration Date”):
Office Lease Agreement Terra Verde - Building One betweenOffice Lease Agreement • September 19th, 2014 • JOINT Corp • Patent owners & lessors • Arizona
THIS Office LEASE Agreement ("Lease") is entered into and shall be effective as of September 17 ,2013 ("Effective Date"), by and between: (i) DTR14, L.L.C., an Arizona limited liability company ("Landlord"); and (ii) The Joint Corp., a Delaware corporation ("Tenant”).
ASSET AND FRANCHISE AGREEMENT PURCHASE AGREEMENTAsset and Franchise Agreement Purchase Agreement • August 19th, 2019 • JOINT Corp • Patent owners & lessors • Arizona
THIS ASSET AND FRANCHISE AGREEMENT PURCHASE AGREEMENT (“Agreement”) is made and entered into on August 15, 2019 (“Effective Date”), by and between The Joint Corp., a Delaware corporation (“TJC”), Well Adjusted Ventures, LLC, a California limited liability company (“Seller”), and Jim Burbach, an individual (the “Shareholder”). TJC, Seller, and Shareholder shall at times be collectively referred to as the “Parties.”
December 11, 2018Letter Agreement • December 6th, 2018 • JOINT Corp • Patent owners & lessors • Arizona
This letter agreement (this “Letter Agreement”) sets forth the terms and conditions of your compensation package and your at-will employment arrangement as President and Chief Executive Officer (“CEO”) of The Joint Corp. (the “Company” or “The Joint”). After you have reviewed the terms of this Letter Agreement, please sign below to signify your acceptance.
CREDIT AND SECURITY AGREEMENTCredit and Security Agreement • January 9th, 2017 • JOINT Corp • Patent owners & lessors • Ohio
This CREDIT AND SECURITY AGREEMENT (as the same may from time to time be amended, restated or otherwise modified, this “Agreement”) is made effective as of January 3, 2017, between THE JOINT CORP., a Delaware corporation (“Borrower”), and TOWER 7 PARTNERSHIP LLC, an Ohio limited liability company (“Lender”).
ContractFranchise Agreement • September 26th, 2023 • JOINT Corp • Patent owners & lessors • Arizona
This Franchise Agreement (this or the “Agreement”) is being entered into effective as of the _____ day of _______________, 20__ (the “Agreement Date”). The parties to this Agreement are The Joint Corp., a Delaware corporation (“we,” “us,” the “Company,” or “The Joint®”); _________________________________________, (“you” or “Franchisee”), and, if you are a partnership, corporation, or limited liability company, your “ Owners” (defined below).
THE JOINT CORP. FRANCHISE AGREEMENTFranchise Agreement • September 19th, 2014 • JOINT Corp • Patent owners & lessors
This Franchise Agreement (this or the “Agreement”) is being entered into effective as of the _____ day of _______________, 20__ (the “Agreement Date”). The parties to this Agreement are The Joint Corp., a Delaware corporation (“we,” “us,” the “Company,” or “The Joint Corp.“); _________________________________________, as Franchise Owner (“you,” “Franchise Owner,” or “Franchisee”), and, if you are a partnership, corporation, or limited liability company, your “Principal Owners” (defined below).
Indemnification Agreement (Ronald Record)Indemnification Agreement • September 19th, 2014 • JOINT Corp • Patent owners & lessors • Delaware
This Agreement is entered into by The Joint Corp., a Delaware corporation (“Joint”), and Ronald Record (the “Indemnitee”), as of December __, 2012.
Stock Option Agreement (Incentive Stock Option Granted Under The Joint Corp. Amended and Restated 2014 Incentive Stock Plan)Stock Option Agreement • October 27th, 2015 • JOINT Corp • Patent owners & lessors • Arizona
Subject to the following terms, The Joint Corp., a Delaware corporation (the Company), grants to the following employee of the Company (Grantee), as of the following grant date (the Grant Date), an incentive stock option (the Option) to purchase the following number of shares of the Company’s common stock, par value $.001 per share (the Option Shares), at the following purchase price per share (the Exercise Price), exercisable in installments in accordance with the following vesting schedule, subject to expiration on the following expiration date (the Expiration Date):
ASSET AND FRANCHISE PURCHASE AGREEMENT Chiro-Novo, LLCAsset and Franchise Purchase Agreement • July 7th, 2015 • JOINT Corp • Patent owners & lessors • Arizona
THIS ASSET AND FRANCHISE PURCHASE AGREEMENT (“Agreement”) is made and entered into on July 1, 2015, by and between The Joint Corp., a Delaware corporation (“TJC”), Chiro-Novo, LLC, an Arizona limited liability company (“Seller”), Kent L. Cooper, as trustee of The Kent L. Cooper Trust ( “Kent” or a “Member”), Benjamin Cooper, as trustee of The Benjamin and Milena Cooper Family Trust dated May 2, 2006 ( “Benjamin” or a “Member”), Robert A. Cooper (“Robert” or a “Member”) and Andrew C. Cooper (“Andrew” or a “Member” and together with Kent, Benjamin and Robert, the “Members”).
THE JOINT CORP. REGIONAL DEVELOPER AGREEMENTRegional Developer Agreement • September 26th, 2023 • JOINT Corp • Patent owners & lessors • Arizona
Stock Option Agreement (Nonstatutory Stock Option Granted Under The Joint Corp. Amended and Restated 2014 Incentive Stock Plan)Stock Option Agreement • March 6th, 2020 • JOINT Corp • Patent owners & lessors • Delaware
Subject to the following terms, The Joint Corp., a Delaware corporation (the Company), grants to the following employee of the Company (Grantee), as of the following grant date (the Grant Date), an nonstatutory stock option (the Option) to purchase the following number of shares of the Company’s common stock, par value $.001 per share (the Option Shares), at the following purchase price per share (the Exercise Price), exercisable in installments in accordance with the following vesting schedule, subject to expiration on the following expiration date (the Expiration Date):
CONFIDENTIALITY, NONCOMPETITION AND NONSOLICITATION AGREEMENT (Peter Holt)Nonsolicitation Agreement • March 11th, 2019 • JOINT Corp • Patent owners & lessors • Arizona
This Confidentiality, Noncompetition and Nonsolicitation Agreement (“Agreement”) is effective as of January 1, 2019 (the “Effective Date”) by The Joint Corp., a Delaware corporation (the “Joint”), and Peter Holt (“Executive”).
Stock Option Agreement (Nonstatutory Stock Option Granted Under The Joint Corp. Amended and Restated 2014 Incentive Stock Plan)Stock Option Agreement • April 3rd, 2019 • JOINT Corp • Patent owners & lessors • Arizona
Subject to the following terms, The Joint Corp., a Delaware corporation (the Company), grants to the following employee of the Company (Grantee), as of the following grant date (the Grant Date), an nonstatutory stock option (the Option) to purchase the following number of shares of the Company’s common stock, par value $.001 per share (the Option Shares), at the following purchase price per share (the Exercise Price), exercisable in installments in accordance with the following vesting schedule, subject to expiration on the following expiration date (the Expiration Date):
Shares The Joint Corp. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • November 17th, 2015 • JOINT Corp • Patent owners & lessors • Delaware
Stock Option Agreement (Nonstatutory Stock Option Granted Under Article 7, Annual Option Grants, The Joint Corp. Amended and Restated 2014 Incentive Stock Plan)Stock Option Agreement • October 27th, 2015 • JOINT Corp • Patent owners & lessors • Arizona
Subject to the following terms, The Joint Corp., a Delaware corporation (the Company), grants to the following director of the Company (Grantee), as of the following grant date (the Grant Date), a nonstatutory stock option (the Option) to purchase the following number of shares of the Company’s common stock, par value $.001 per share (the Option Shares), at the following purchase price per share (the Exercise Price), exercisable in accordance with the following vesting schedule, subject to expiration on the following expiration date (the Expiration Date):
CONFIDENTIAL SEVERANCE AGREEMENT AND COMPREHENSIVE RELEASE AND WAIVER OF CLAIMSConfidential Severance Agreement • June 30th, 2016 • JOINT Corp • Patent owners & lessors • Arizona
This AGREEMENT, dated as of June 29, 2016, is between John B. Richards (the “Employee”) and The Joint Corp., a corporation organized pursuant to the laws of Delaware, (the Company).
ASSET AND FRANCHISE PURCHASE AGREEMENT TJSC, LLCAsset and Franchise Purchase Agreement • February 5th, 2015 • JOINT Corp • Patent owners & lessors • Arizona
THIS ASSET AND FRANCHISE PURCHASE AGREEMENT (“Agreement”) is made and entered into as of January 30, 2015, between The Joint Corp., a Delaware corporation (“TJC”), TJSC, LLC, an Arizona limited liability company (“Seller”), Theodore Amendola (“Amendola” or a “Manager”) and Scott Lewandowski (“Lewandowski” or a “Manager” and together with Amendola, the “Managers”).
TERM A LOAN NOTEJOINT Corp • March 3rd, 2020 • Patent owners & lessors
This Term A Loan note (the “Note”) is issued pursuant to the Credit Agreement, dated as of the date hereof, among the Borrower, the Lenders party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent, (as amended, restated or otherwise modified and as from time to time in effect, the “Credit Agreement”), and is entitled to the benefits thereof and of the other Loan Documents. This Note is subject to voluntary and mandatory prepayment prior to the Term A Maturity Date, in whole or in part, as provided in Section 2.11 of the Credit Agreement.
ASSET AND FRANCHISE PURCHASE AGREEMENTAsset and Franchise Purchase Agreement • June 10th, 2015 • JOINT Corp • Patent owners & lessors • Arizona
THIS ASSET AND FRANCHISE PURCHASE AGREEMENT (“Agreement”) is made and entered into on June 5, 2015, by and between The Joint Corp., a Delaware corporation (“TJC”), Clear Path Ventures, Inc., a California corporation (“Clear Path”), Carol Warren (“Warren”), and Jodi Wolf (“Wolf”).
North Carolina Regional Developer License Purchase AgreementNorth Carolina Regional Developer License Purchase Agreement • March 5th, 2021 • JOINT Corp • Patent owners & lessors • Arizona
This North Carolina Regional Developer License Purchase Agreement (this “Agreement”) is entered into on the date last set forth below on the signature page (the “Effective Date”), by and between The Joint Corp., a Delaware corporation (“TJC”), Wellness Incorporated, a North Carolina corporation (“Seller”), and Paul Trindel (“Guarantor”). TJC, Seller and Guarantor are at times referred to herein collectively as the “Parties.”
Orange County Regional Developer Termination AgreementCounty Regional Developer Termination Agreement • May 21st, 2015 • JOINT Corp • Patent owners & lessors • Arizona
This Termination Agreement (this “Agreement”) is entered into on May 18, 2015 by The Joint Corp., a Delaware corporation (“TJC”), Dennis Conklin, a Washington resident (“Conklin”), Eric Hua, a California resident (“Hua” and together with Conklin, the “Shareholders”) and Orange County Wellness, Inc., a Nevada corporation (“OCW”) (TJC, Conklin, Hua and OCW together, the “Parties”).
NOMINATION AND STANDSTILL AGREEMENTNomination and Standstill Agreement • November 8th, 2023 • JOINT Corp • Patent owners & lessors
This Nomination and Standstill Agreement (as the same may be amended, this “Agreement”), dated as of November 6, 2023 (the “Effective Date”), is by and among The Joint Corp., a Delaware corporation (the “Company”), and the Persons (as defined below) set forth on the signature pages hereto (collectively “Bandera”). Capitalized terms used in this Agreement without definition shall have the meanings set forth in Section 19.
AMENDED AND RESTATED EMPLOYMENT AGREEMENT (Peter Holt)Employment Agreement • January 9th, 2017 • JOINT Corp • Patent owners & lessors • Arizona
This Amended and Restated Agreement is entered into as of January 1, 2017 (the “Effective Date”) by The Joint Corp., a Delaware corporation (the “Joint”), and Peter Holt (“Executive”).
Catherine B Hall: Offer AgreementJOINT Corp • July 11th, 2014 • Patent owners & lessors
· Base Salary : $195,000 to be reviewed on first fiscal anniversary following the IPO in conjunction with normal pay practices and reviews. ( on or about January 2015)
ASSET AND FRANCHISE PURCHASE AGREEMENT The Joint San Gabriel Valley Group, Inc.Asset and Franchise Purchase Agreement • March 9th, 2015 • JOINT Corp • Patent owners & lessors • Arizona
THIS ASSET AND FRANCHISE PURCHASE AGREEMENT (“Agreement”) is made and entered into on February 27, 2015, by and between The Joint Corp., a Delaware corporation (“TJC”), The Joint San Gabriel Valley Group, Inc., a California corporation (“Seller”) and Vincent Huang (“Huang, or the “Shareholder”).
Catherine B Hall: Offer AgreementJOINT Corp • September 19th, 2014 • Patent owners & lessors
· Base Salary : $195,000 to be reviewed on first fiscal anniversary following the IPO in conjunction with normal pay practices and reviews. ( on or about January 2015)
