Agilon Health, Inc. Sample Contracts
INDEMNIFICATION AGREEMENTIndemnification Agreement • December 5th, 2024 • Agilon Health, Inc. • Services-misc health & allied services, nec • Delaware
This Indemnification Agreement (“Agreement”) is made as of ______, 2024 by and between agilon health, inc., a Delaware corporation (the “Company”), and [Officer/executive Name] ("Indemnitee"). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering the subject matter of this Agreement.
agilon health, inc. [•] Shares of Common Stock Underwriting AgreementUnderwriting Agreement • September 7th, 2021 • Agilon Health, Inc. • Services-misc health & allied services, nec • New York
Certain stockholders of agilon health, inc., a Delaware corporation (the “Company”), listed in Schedule II hereto (the “Selling Stockholders”), propose severally, subject to the terms and conditions stated herein, to sell to the several underwriters listed in Schedule I hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [•] shares (the “Firm Shares”) of Common Stock, par value $0.01 per share of the Company (the “Stock”). In addition, the Selling Stockholders propose to sell, at the option of the Underwriters, up to [•] additional shares of the Stock (collectively, the “Optional Shares”). The Firm Shares and the Optional Shares that the Underwriters may elect to purchase pursuant to Section 3 hereof are herein collectively called the “Shares.”
agilon health, inc. [●] Shares of Common Stock Underwriting AgreementUnderwriting Agreement • April 7th, 2021 • Agilon Health, Inc. • Services-misc health & allied services, nec • New York
agilon health, inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the several underwriters listed in Schedule I hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [•] shares (the “Firm Shares”) of Common Stock, par value $[•] per share of the Company (the “Stock”). In addition, the Company proposes to issue and sell, at the option of the Underwriters, up to [•] additional shares of the Stock (collectively, the “Optional Shares”). The Firm Shares and the Optional Shares that the Underwriters may elect to purchase pursuant to Section 2 hereof are herein collectively called the “Shares.”
agilon health, inc. 86,884,353 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • May 18th, 2023 • Agilon Health, Inc. • Services-misc health & allied services, nec
Certain stockholders of agilon health, inc., a Delaware corporation (the “Company”), listed in Schedule II hereto (the “Selling Stockholders”), propose severally, subject to the terms and conditions stated herein, to sell to the several underwriters listed in Schedule I hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 86,884,353 shares (the “Firm Shares”) of Common Stock, par value $0.01 per share of the Company (the “Stock”). In addition, the Selling Stockholders propose to sell, at the option of the Underwriters, up to 7,726,955 additional shares of the Stock (collectively, the “Optional Shares”). The Firm Shares and the Optional Shares that the Underwriters may elect to purchase pursuant to Section 3 hereof are herein collectively called the “Shares.” Subject to the sale of the Firm Shares by the Selling Stockholders to the Underwriters in compliance with the terms of this underwriting agreement (this “Agreement”), the
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 18th, 2021 • Agilon Health, Inc. • Services-misc health & allied services, nec • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), is made as of January 4, 2019, by and among Agilon Health Topco, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor”.
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 18th, 2021 • Agilon Health, Inc. • Services-misc health & allied services, nec • New York
This INDEMNIFICATION AGREEMENT, dated as of July 1, 2016 (the “Agreement”), is among CD&R Vector Topco, Inc., a Delaware corporation (the “Company”), CD&R Vector Midco, Inc., a Delaware corporation (“Midco”), CD&R Vector Parent, Inc., a Delaware corporation (“Parent”) and Primary Provider Management Co., Inc., a California corporation (“Opco” and together with the Company, Midco and Parent, the “Company Entities”), CD&R Vector Holdings, L.P., a Cayman Islands exempted limited partnership (“CD&R Investor”), Clayton, Dubilier & Rice Fund IX, L.P., a Cayman Islands exempted limited partnership (the “Fund”), Clayton, Dubilier & Rice Fund IX-A, L.P., a Cayman Islands exempted limited partnership (the “Parallel Fund”), CD&R Advisor Fund IX, L.P., a Cayman Islands exempted limited partnership (together with the Fund and the Parallel Fund, the “CD&R Funds”), and Clayton, Dubilier & Rice, LLC, a Delaware limited liability company (“Manager”). Capitalized terms used herein without definition hav
REGISTRATION RIGHTS AGREEMENT of AGILON HEALTH, INC. Dated as of April 16, 2021Registration Rights Agreement • April 19th, 2021 • Agilon Health, Inc. • Services-misc health & allied services, nec • New York
This REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is entered into as of April 16, 2021, by and among agilon health, inc., a Delaware corporation (and any successor in interest thereto, the “Company”), CD&R Vector Holdings, L.P., a Cayman Islands exempted limited partnership (and any successor in interest thereto, the “CD&R Investor”), any Person who executes a Joinder Agreement in the form of Exhibit A hereto and any Person who becomes a party hereto pursuant to Section 9(d). Capitalized terms used herein shall have the meaning assigned to such terms in the text of this Agreement or in Section 1.
EMPLOYMENT AGREEMENTEmployment Agreement • May 5th, 2022 • Agilon Health, Inc. • Services-misc health & allied services, nec • Delaware
This Employment Agreement (this “Agreement”), dated as of 03/31/2022 is entered into by and between Girish Venkatachaliah (the “Executive”) and agilon health, inc., a Delaware corporation (the “Company”).
STOCKHOLDERS AGREEMENT of AGILON HEALTH, INC. Dated as of [•], 2021Stockholders Agreement • April 7th, 2021 • Agilon Health, Inc. • Services-misc health & allied services, nec • Delaware
THIS STOCKHOLDERS AGREEMENT is entered into as of [•], 2021, by and among agilon health, inc., a Delaware corporation (and any successor in interest thereto, the “Company”), CD&R Vector Holdings, L.P., a Cayman Islands exempted limited partnership (and any successor in interest thereto, the “CD&R Investor”), and any Person who executes a Joinder Agreement in the form of Exhibit A hereto (each, a “Stockholder” and collectively, the “Stockholders”). Capitalized terms used herein without definition shall have the meanings set forth in Section 1.1.
SEPARATION AGREEMENT AND GENERAL RELEASE OF CLAIMSSeparation Agreement • May 5th, 2022 • Agilon Health, Inc. • Services-misc health & allied services, nec • Delaware
This SEPARATION AGREEMENT AND GENERAL RELEASE (the “Agreement”), dated as of March 18 2022, is entered into by and among agilon health management, inc. (f/k/a agilon health, inc.) (the “Company” and together with its parent, agilon health, inc. and their respective subsidiaries and affiliates, the “Company Group”), and the undersigned, Theodore Halkias.
INVESTMENT AGREEMENT dated as of January 4, 2019 by and among AGILON HEALTH TOPCO, INC. as the Company and EACH ENTITY LISTED ON EXHIBIT A HERETO as a PurchaserInvestment Agreement • March 18th, 2021 • Agilon Health, Inc. • Services-misc health & allied services, nec • New York
This Investment Agreement, dated as of January 4, 2019 (as amended, restated, supplemented or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), is by and among Agilon Health Topco, Inc., a Delaware corporation (the “Company”), and each entity listed on Exhibit A attached hereto, as amended from time to time, severally and not jointly (each, a “Purchaser”). The Company and each Purchaser are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
EMPLOYMENT AGREEMENTEmployment Agreement • March 18th, 2021 • Agilon Health, Inc. • Services-misc health & allied services, nec • Delaware
This Employment Agreement (this “Agreement”), dated as of April 20, 2017, is entered into by and between Lisa Dombro (the “Executive”), Agilon Health Holdings, Inc., a Delaware corporation (“Parent”), and agilon health, inc., a Delaware corporation and wholly-owned subsidiary of Parent (the “Company”).
ContractConsulting Agreement • March 18th, 2021 • Agilon Health, Inc. • Services-misc health & allied services, nec • New York
This CONSULTING AGREEMENT, dated as of July 1, 2016, (this “Agreement”), is entered into by and among CDR Vector Topco, Inc., a Delaware corporation (the “Company”), Primary Provider Management Co., Inc., a California corporation (“Opco”), and Clayton, Dubilier & Rice, LLC, a Delaware limited liability company (“CD&R Manager”).
Form of Employee Restricted Stock Unit AgreementEmployee Restricted Stock Unit Agreement • April 14th, 2021 • Agilon Health, Inc. • Services-misc health & allied services, nec • Delaware
This Employee Restricted Stock Unit Agreement (the “Agreement”), by and between agilon health, inc., a Delaware corporation (the “Company”), and the Employee whose name is set forth on Exhibit A hereto, is being entered into pursuant to the agilon health, inc. 2021 Omnibus Equity Incentive Plan (the “Plan”) and is dated as of the date it is accepted and agreed to by the Employee in accordance with Section 6(q). Capitalized terms that are used but not defined herein shall have the respective meanings given to them in the Plan.
Form of Director Restricted Stock Unit AgreementDirector Restricted Stock Unit Agreement • April 14th, 2021 • Agilon Health, Inc. • Services-misc health & allied services, nec • Delaware
This Director Restricted Stock Unit Agreement (the “Agreement”), by and between agilon health, inc., a Delaware corporation (the “Company”), and the Director whose name is set forth on Exhibit A hereto, is being entered into pursuant to the agilon health, inc. 2021 Omnibus Equity Incentive Plan (the “Plan”) and is dated as of the date it is accepted and agreed to by the Director in accordance with Section 6(q). Capitalized terms that are used but not defined herein shall have the respective meanings given to them in the Plan.
SEPARATION AGREEMENT AND GENERAL RELEASE OF CLAIMSSeparation Agreement • March 18th, 2021 • Agilon Health, Inc. • Services-misc health & allied services, nec • Delaware
This SEPARATION AGREEMENT AND GENERAL RELEASE (the “Agreement”), dated as of May 22, 2020, is entered into by and among Agilon Health Holdings, Inc. (the “Company”), the undersigned, Ronald J. Kuerbitz, and, solely for purposes of Sections 4 and 5 below, Agilon Health Topco, Inc., the indirect parent of the Company (“Topco”), and CD&R Vector Holdings, L.P., Topco’s majority investor (the “CD&R Investor”).
TERMINATION AGREEMENTTermination Agreement • April 7th, 2021 • Agilon Health, Inc. • Services-misc health & allied services, nec • New York
This TERMINATION AGREEMENT (this “Agreement”) is entered as of [●], 2021, by and between Agilon Health Holdings, Inc. (f/k/a CD&R Vector Topco, Inc.), a Delaware corporation (the “Company”), Primary Provider Management Co., Inc., a California corporation (“Opco”) and Clayton, Dubilier & Rice, LLC, a Delaware limited liability company (“CD&R Manager”).
FIRST AMENDMENT TO INVESTMENT AGREEMENTInvestment Agreement • March 18th, 2021 • Agilon Health, Inc. • Services-misc health & allied services, nec
This First Amendment, dated as of October 21, 2020 (this “Amendment”), to the Investment Agreement (as defined below) is entered into by and among Agilon Health Topco, Inc., a Delaware corporation (the “Company”), and each entity listed on Exhibit A attached hereto, (each, a “Purchaser” and collectively, the “Purchasers”), acting by and through one of Morgan Stanley Investment Management Inc. or Morgan Stanley Investment Management Ltd., as agent and investment adviser to Purchasers. The Company and each Purchaser are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENT of AGILON HEALTH TOPCO, INC. dated as of November 29, 2019Stockholders' Agreement • March 18th, 2021 • Agilon Health, Inc. • Services-misc health & allied services, nec • Delaware
This Amended and Restated Stockholders’ Agreement (as it may be amended from time to time, this “Agreement”) is made as of November 29, 2019 (the “Effective Date”), by and among Agilon Health Topco, Inc., a Delaware corporation (the “Company”), the Major Holder and each of the parties who have executed either the Existing Agreement or an Adoption Agreement to this Agreement (including, for the avoidance of doubt, joinders to the Existing Agreement). The Company, the Major Holder and the Stockholders are sometimes referred to herein as the “Parties” or each a “Party.”
CREDIT AGREEMENT Dated as of February 18, 2021 among AGILON HEALTH, INC., as Borrower AGILON HEALTH INTERMEDIATE HOLDINGS, INC., as Holdings THE LENDERS AND ISSUERS PARTY HERETO, JPMORGAN CHASE BANK, N.A., as Administrative Agent and JPMORGAN CHASE...Credit Agreement • March 18th, 2021 • Agilon Health, Inc. • Services-misc health & allied services, nec • New York
CREDIT AGREEMENT, dated as of February 18, 2021, among AGILON HEALTH, INC., a Delaware corporation (as further defined in Section 1.1, the “Borrower”), AGILON HEALTH INTERMEDIATE HOLDINGS, INC., a Delaware corporation (as further defined in Section 1.1, “Holdings”), the Lenders (as defined below), the Issuers (as defined below) and JPMORGAN CHASE BANK, N.A. (“JPMorgan”), as administrative agent for the Lenders and the Issuers (in such capacity and as further defined in Section 1.1, the “Administrative Agent”) and as collateral agent for the Secured Parties (in such capacity and as further defined in Section 1.1, the “Collateral Agent”), with JPMORGAN CHASE BANK, N.A., BANK OF AMERICA, N.A., WELLS FARGO SECURITIES, LLC, DEUTSCHE BANK SECURITIES INC. and NOMURA SECURITIES INTERNATIONAL, INC., as joint lead arrangers and joint bookrunners (in such capacity, the “Joint Lead Arrangers”).
Form of Employee Performance Restricted Stock Unit AgreementEmployee Performance Restricted Stock Unit Agreement • April 14th, 2021 • Agilon Health, Inc. • Services-misc health & allied services, nec • Delaware
This Employee Performance Restricted Stock Unit Agreement (the “Agreement”), by and between agilon health, inc., a Delaware corporation (the “Company”), and the Employee whose name is set forth on Exhibit A hereto, is being entered into pursuant to the agilon health, inc. 2021 Omnibus Equity Incentive Plan (as amended from time to time, the “Plan”). This Agreement shall be dated as of the date it is accepted and agreed to by the Employee in accordance with Section 6(q). Capitalized terms that are used but not defined herein shall have the respective meanings given to them in the Plan.
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • March 18th, 2021 • Agilon Health, Inc. • Services-misc health & allied services, nec • New York
FIRST AMENDMENT TO CREDIT AGREEMENT, dated as of March 1, 2021 (this “First Amendment”), to the Credit Agreement referred to below, between agilon health, inc., a Delaware corporation (the “Borrower”) and JPMorgan Chase Bank, N.A., as Administrative Agent (the “Administrative Agent”).
INVESTMENT AGREEMENT dated as of March 4, 2020 by and among AGILON HEALTH TOPCO, INC. as the Company and EACH ENTITY LISTED ON EXHIBIT A HERETO as a PurchaserInvestment Agreement • March 18th, 2021 • Agilon Health, Inc. • Services-misc health & allied services, nec • New York
This Investment Agreement, dated as of March 4, 2020 (as amended, restated, supplemented or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), is by and among Agilon Health Topco, Inc., a Delaware corporation (the “Company”), and each entity listed on Exhibit A attached hereto, as amended from time to time, severally and not jointly (each, a “Purchaser”). The Company and each Purchaser are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
FOURTH AMENDMENT TO AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENTStockholders’ Agreement • March 18th, 2021 • Agilon Health, Inc. • Services-misc health & allied services, nec
This Fourth Amendment to the Amended and Restated Stockholders’ Agreement, dated as of January 30, 2020 (this “Amendment”), is entered by and between Agilon Health Topco, Inc., a Delaware corporation (the “Company”) and CD&R Vector Holdings, L.P., a Cayman Islands exempted limited partnership (the “Major Holder”).
FIRST AMENDMENT TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 18th, 2021 • Agilon Health, Inc. • Services-misc health & allied services, nec
This First Amendment to the Registration Rights Agreement, dated as of March 4, 2020 (this “Amendment”), is entered by and among Agilon Health Topco, Inc., a Delaware corporation (the “Company”), and each entity listed on Schedule A to the Agreement (as defined below) (each, an “Investor”).
EMPLOYMENT AGREEMENTEmployment Agreement • August 6th, 2024 • Agilon Health, Inc. • Services-misc health & allied services, nec
This Employment Agreement (this “Agreement”), dated as of June _, 2024 is entered into by and between Jeffrey Schwaneke (the “Executive”) and agilon health, inc., a Delaware corporation (the “Company”).
agilon health, inc. Employee Stock Option Agreement (Base and Upside Options)Employee Stock Option Agreement • April 7th, 2021 • Agilon Health, Inc. • Services-misc health & allied services, nec • Delaware
This Employee Stock Option Agreement, dated as of , 202 , between agilon health, inc., a Delaware corporation, and the Employee whose name appears on the signature page hereof, is being entered into pursuant to, and is subject to the terms of, the Amended and Restated agilon health, inc. Stock Incentive Plan. The meaning of capitalized terms may be found in Section 7.
PERFORMANCE RESTRICTED STOCK UNIT AGREEMENTPerformance Restricted Stock Unit Agreement • August 4th, 2025 • Agilon Health, Inc. • Services-misc health & allied services, nec • Delaware
THIRD AMENDMENT TO AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENTStockholders’ Agreement • March 18th, 2021 • Agilon Health, Inc. • Services-misc health & allied services, nec
This Third Amendment to the Amended and Restated Stockholders’ Agreement, dated as of December 31, 2019 (this “Amendment”), is entered by and between Agilon Health Topco, Inc., a Delaware corporation (the “Company”) and CD&R Vector Holdings, L.P., a Cayman Islands exempted limited partnership (the “Major Holder”).
Form of Employee Stock Option AgreementEmployee Stock Option Agreement • April 14th, 2021 • Agilon Health, Inc. • Services-misc health & allied services, nec • Delaware
This Employee Stock Option Agreement (the “Agreement”), by and between agilon health, inc., a Delaware corporation (the “Company”), and the Employee whose name is set forth on Exhibit A hereto, is being entered into pursuant to the agilon health, inc. 2021 Omnibus Equity Incentive Plan (the “Plan”) and is dated as of the date it is accepted and agreed to by the Employee in accordance with Section 7(o). Capitalized terms that are used but not defined herein shall have the respective meanings given to them in the Plan.
SECOND AMENDMENT TO AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENTStockholders’ Agreement • March 18th, 2021 • Agilon Health, Inc. • Services-misc health & allied services, nec
This Second Amendment to the Amended and Restated Stockholders’ Agreement, dated as of December 27, 2019 (this “Amendment”), is entered by and between Agilon Health Topco, Inc., a Delaware corporation (the “Company”) and CD&R Vector Holdings, L.P., a Cayman Islands exempted limited partnership (the “Major Holder”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 1st, 2023 • Agilon Health, Inc. • Services-misc health & allied services, nec
This Employment Agreement (this "Agreement"), dated as of March 5, 2017, is entered into by and between Veeral Desai (the "Executive"), Agilon Health Holdings, Inc., a Delaware corporation ("Parent"), and agilon health, inc., a Delaware corporation and wholly-owned subsidiary of Parent (the "Company").
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 18th, 2021 • Agilon Health, Inc. • Services-misc health & allied services, nec
This Amendment (“Amendment”) is made and entered into effective as of July 1, 2020 (“Effective Date”), and hereby amends the Employment Agreement by and between Lisa Dombro (the “Executive”), Agilon Health Holdings, Inc., a Delaware corporation (“Parent”), and agilon health, inc., a Delaware corporation and wholly-owned subsidiary of Parent (the “Company”), dated as of April 20, 2017 (the “Agreement”).
SIXTH AMENDMENT TO AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENTStockholders’ Agreement • March 18th, 2021 • Agilon Health, Inc. • Services-misc health & allied services, nec
This Sixth Amendment to the Amended and Restated Stockholders’ Agreement, dated as of March 4, 2020 (this “Amendment”), is entered by and between Agilon Health Topco, Inc., a Delaware corporation (the “Company”) and CD&R Vector Holdings, L.P., a Cayman Islands exempted limited partnership (the “Major Holder”).
TERMINATION AGREEMENTTermination Agreement • April 19th, 2021 • Agilon Health, Inc. • Services-misc health & allied services, nec • New York
This TERMINATION AGREEMENT (this “Agreement”) is entered as of April 16, 2021, by and between Agilon Health Holdings, Inc. (f/k/a CD&R Vector Topco, Inc.), a Delaware corporation (the “Company”), Primary Provider Management Co., Inc., a California corporation (“Opco”) and Clayton, Dubilier & Rice, LLC, a Delaware limited liability company (“CD&R Manager”).