YogaWorks, Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • July 17th, 2017 • YogaWorks, Inc. • Services-personal services • New York
INDEMNITY AGREEMENTIndemnity Agreement • July 10th, 2017 • YogaWorks, Inc. • Services-personal services • Delaware
This Indemnification Agreement (“Agreement”) is made as of , 20 by and between YogaWorks, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
Employment AgreementEmployment Agreement • June 23rd, 2017 • YogaWorks, Inc. • Services-personal services • California
This Employment Agreement (this “Agreement”), executed and delivered as of March 27, 2017, to be effective as of January 1, 2017 (the “Effective Date”), is made by and between Whole Body, Inc., a Delaware corporation (together with any successor thereto, the “Company”), and Vance Chang (“Executive”) (collectively referred to herein as the “Parties”). Capitalized terms used but not otherwise defined in this Agreement shall have the meanings set forth in Section 10.
Incentive Stock Option Agreement under the YWX Holdings, Inc.Incentive Stock Option Agreement • April 18th, 2017 • YogaWorks, Inc. • Services-personal services • Delaware
Pursuant to the YWX Holdings, Inc. 2014 Stock Option and Grant Plan (as may be amended and/or restated, the “Plan”), YWX Holdings, Inc., a Delaware corporation (together with all successors thereto, the “Company”), hereby grants to the Optionee, who is an employee of the Company or any of its Subsidiaries, an option (the “Stock Option”) to purchase on or prior to the Expiration Date, or such earlier date as is specified herein, all or any part of the number of shares of Common Stock, par value $0.001 per share (“Common Stock”), of the Company indicated above (the “Option Shares,” and such shares once issued shall be referred to as the “Issued Shares”), at the Option Exercise Price per share, subject to the terms and conditions set forth in this Incentive Stock Option Agreement (this “Agreement”) and in the Plan. This Stock Option is intended to qualify as an “incentive stock option” as defined in Section 422(b) of the Internal Revenue Code of 1986, as amended from time to time (the “Co
Restricted Stock Agreement under the YWX Holdings, Inc.Restricted Stock Agreement • June 23rd, 2017 • YogaWorks, Inc. • Services-personal services • Delaware
Pursuant to the YWX Holdings, Inc. 2014 Stock Option and Grant Plan (the “Plan”) and this Restricted Stock Agreement (the “Agreement”), YWX Holdings, Inc., a Delaware corporation (together with all successors thereto, the “Company”), hereby grants, sells and issues to the individual named above, who is an officer, employee, director, consultant or other key person of the Company or any of the Subsidiaries, the Shares (as defined below) at the Per Share Purchase Price, which represents the Fair Market Value per share on the Grant Date, subject to the terms and conditions set forth herein and in the Plan. The Grantee agrees to the provisions set forth herein and acknowledges that each such provision is a material condition of the Company’s agreement to issue and sell the Shares to him or her. The Company hereby acknowledges receipt of $ in full payment for the Shares. All references to share prices and amounts herein shall be equitably adjusted to reflect stock splits, stock dividends, r
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT AND...Subordination Agreement • June 23rd, 2017 • YogaWorks, Inc. • Services-personal services • New York
THIS INSTRUMENT AND THE RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATE IN THE MANNER AND TO THE EXTENT SET FORTH IN THAT CERTAIN SUBORDINATION AGREEMENT (THE “SUBORDINATION AGREEMENT”) DATED AS OF MARCH 27, 2017, BY AND AMONG GREAT HILL INVESTORS, LLC, A DELAWARE LIMITED LIABILITY COMPANY, GREAT HILL EQUITY PARTNERS V, L.P., A DELAWARE LIMITED PARTNERSHIP, DEERPATH FUNDING LP, AS ADMINISTRATIVE AGENT AND COLLATERAL AGENT (IN SUCH CAPACITY AND ON BEHALF OF THE SENIOR LENDERS, “AGENT”) AND, TO THE EXTENT PROVIDED THEREIN, THE COMPANY (AS DEFINED BELOW), TO THE INDEBTEDNESS (INCLUDING INTEREST) OWED BY THE COMPANY PURSUANT TO THAT CERTAIN LOAN AGREEMENT, DATED AS OF JULY 24, 2015 (AS AMENDED, RESTATED, SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME, THE “LOAN AGREEMENT”), AMONG THE COMPANY, THE OTHER GUARANTORS, THE BORROWERS (EACH AS DEFINED IN THE LOAN AGREEMENT), THE AGENT AND THE SENIOR LENDERS (AS DEFINED IN THE LOAN AGREEMENT), ALL AS DESCRIBED IN AND SUBJECT TO THE P
NOTE PURCHASE AGREEMENT By and Among YogaWorks, Inc. and The Lenders as defined herein Dated as of September 26, 2019Note Purchase Agreement • November 14th, 2019 • YogaWorks, Inc. • Services-personal services • Delaware
THIS NOTE PURCHASE AGREEMENT (this “Agreement”) is made as of September 26, 2019, by and among YogaWorks, Inc., a Delaware corporation (the “Company”), and the Lenders listed on Schedule A hereto (the “Lenders”).
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENTEmployment Agreement • April 19th, 2019 • YogaWorks, Inc. • Services-personal services
This Amendment No. 1 to Employment Agreement (this “Amendment”), between YogaWorks, Inc., a Delaware corporation (the “Company”) (as successor in interest to Whole Body, Inc., a Delaware corporation) and Vance Chang, an individual (“Executive”), is entered into effective as of April 18, 2019 (the “Effective Date”), and amends that certain Employment Agreement, effective as of January 1, 2017 (the “Agreement”). Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the Agreement.
Employment AgreementEmployment Agreement • June 25th, 2018 • YogaWorks, Inc. • Services-personal services • California
This Employment Agreement (this “Agreement”), executed and delivered as of June 20, 2018 (the “Effective Date”), is made by and between Yoga Works, Inc., a California corporation (together with any successor thereto, the “Company”), and Kurt Donnell (“Executive”) (collectively referred to herein as the “Parties”). Capitalized terms used but not otherwise defined in this Agreement shall have the meanings set forth in Section 10.
SECOND AMENDMENT TO LOAN AGREEMENTLoan Agreement • June 23rd, 2017 • YogaWorks, Inc. • Services-personal services
THIS SECOND AMENDMENT TO LOAN AGREEMENT (this “Second Amendment”) is entered into and made effective as of March 27, 2017 (the “Second Amendment Date”), by and among YOGA WORKS, INC., a California corporation (“Yoga Works”), BE YOGA LLC, a New York limited liability company (“Be Yoga”), CENTER FOR YOGA INC., a California corporation (“Center”), NOR CAL WHOLE BODY LLC, a Delaware limited liability company (“Nor Cal”), and the other borrowers from time to time party to the Loan Agreement (defined below) (together with Yoga Works, Be Yoga, Center and Nor Cal, each, a “Borrower” and, collectively, “Borrowers”), YWX HOLDINGS, INC., a Delaware corporation (“Holdings”), WHOLE BODY, INC., a Delaware corporation (the “Company”), and the other guarantors from time to time party to the Loan Agreement (together with Holdings and the Company, the “Guarantors”; the Guarantors together with Borrowers, “Loan Parties” and, individually, a “Loan Party”), DEERPATH FUNDING, LP, a Delaware limited partners
FIRST AMENDMENT TO LOAN AGREEMENTLoan Agreement • June 23rd, 2017 • YogaWorks, Inc. • Services-personal services
THIS FIRST AMENDMENT TO LOAN AGREEMENT (this “First Amendment”) is entered into and made effective as of December 23, 2015 (the “First Amendment Date”), by and among YOGA WORKS, INC., a California corporation (“Yoga Works”), BE YOGA LLC, a New York limited liability company (“Be Yoga”), CENTER FOR YOGA INC., a California corporation (“Center”), NOR CAL WHOLE BODY LLC, a Delaware limited liability company (“Nor Cal”), and the other borrowers from time to time party to the Loan Agreement (defined below) (together with Yoga Works, Be Yoga, Center and Nor Cal, each, a “Borrower” and, collectively, “Borrowers”), YWX HOLDINGS, INC., a Delaware corporation (“Holdings”), WHOLE BODY, INC., a Delaware corporation (the “Company”), and the other guarantors from time to time party to the Loan Agreement (together with Holdings and the Company, the “Guarantors”; the Guarantors together with Borrowers, “Loan Parties” and, individually, a “Loan Party”), DEERPATH FUNDING, LP, a Delaware limited partners
LOAN AGREEMENT by and among YWX HOLDINGS, INC. as Holdings WHOLE BODY, INC. as the Company THE OTHER BORROWERS AND GUARANTORS FROM TIME TO TIME PARTY HERETO DEERPATH FUNDING, LP as Agent and THE LENDERS FROM TIME TO TIME PARTY HERETO July 24, 2015Loan Agreement • April 18th, 2017 • YogaWorks, Inc. • Services-personal services • New York
THIS LOAN AGREEMENT (this “Agreement”) is entered into as of July 24, 2015 (the “Closing Date”), by and among YWX HOLDINGS, INC., a Delaware corporation (“Holdings”), WHOLE BODY, INC., a Delaware corporation (the “Company”), and the other Guarantors (as defined below) from time to time party to this Agreement, YOGA WORKS, INC., a California corporation (“Yoga Works”), BE YOGA LLC, a New York limited liability company (“Be Yoga”), CENTER FOR YOGA INC., a California corporation (“Center”), NOR CAL WHOLE BODY LLC, a Delaware limited liability company (“Nor Cal”), and the other borrowers from time to time party to this Agreement (together with Yoga Works, Be Yoga, Center and Nor Cal, each, a “Borrower” and, collectively, “Borrowers”), DEERPATH FUNDING, LP, a Delaware limited partnership (“Deerpath”), and the other lenders from time to time party to this Agreement (together with Deerpath, each a “Lender” and, collectively, the “Lenders”), and Deerpath, as administrative agent and collateral
Employment AgreementEmployment Agreement • October 4th, 2019 • YogaWorks, Inc. • Services-personal services • New York
This Employment Agreement (this “Agreement”), dated as of October 2, 2019 (the “Effective Date”), is made by and between YogaWorks, Inc., a Delaware corporation (together with any successor thereto, the “Company”), and Brian Cooper (the “Executive”) (collectively referred to herein as the “Parties”).
Separation Agreement and ReleaseSeparation Agreement and Release • November 5th, 2019 • YogaWorks, Inc. • Services-personal services
This Separation Agreement and Release (“Agreement”) is made by and between Rosanna McCollough (“Employee”) and YogaWorks, Inc. (f/k/a Whole Body, Inc., the “Company”) (collectively, referred to as the “Parties” or individually referred to as a “Party”). Capitalized terms used but not defined in this Agreement shall have the meanings set forth in the Employment Agreement (as defined below).
Separation Agreement and ReleaseSeparation Agreement and Release • April 30th, 2018 • YogaWorks, Inc. • Services-personal services
This Separation Agreement and Release (“Agreement”) is made by and between Suzanne Dawson (“Employee”) and Yoga Works, Inc., as successor in interest to Whole Body, Inc. (the “Company” and together with Employee, the “Parties” and each individually a “Party”). Capitalized terms used but not defined in this Agreement shall have the meanings set forth in the Employment Agreement (as defined below).
NOTE PURCHASE AGREEMENT By and Among YWX Holdings, Inc. and The Lenders as defined herein Dated as of March 27, 2017Note Purchase Agreement • April 18th, 2017 • YogaWorks, Inc. • Services-personal services • New York
THIS NOTE PURCHASE AGREEMENT (this “Agreement”) is made as of March 27, 2017, by and among YWX Holdings, Inc., a Delaware corporation (the “Company”), and the Lenders listed on Schedule A hereto (the “Lenders”).
