REGISTRATION RIGHTS AGREEMENT by and among the Persons listed on Schedule A hereto and GOOSEHEAD INSURANCE, INC. Dated as of May 1, 2018Registration Rights Agreement • May 2nd, 2018 • Goosehead Insurance, Inc. • Insurance agents, brokers & service • New York
This REGISTRATION RIGHTS AGREEMENT, dated as of May 1, 2018 (as it may be amended from time to time, this “Agreement”), is made among Goosehead Insurance, Inc., a Delaware corporation (the “Company”); the shareholders listed on Schedule A hereto and any transferee of Registrable Securities to whom any Person who is a party to this Agreement shall Assign any rights hereunder in accordance with Section 4.5 (each such Person, a “Holder”). Capitalized terms used in this Agreement without definition have the meaning set forth in Section 1.
GOOSEHEAD INSURANCE, INC. DIRECTOR AND EXECUTIVE OFFICER INDEMNIFICATION AGREEMENTIndemnification Agreement • April 2nd, 2018 • Goosehead Insurance, Inc. • Insurance agents, brokers & service • Delaware
This Indemnification Agreement (this “Agreement”), made and entered into as of the day of , 2018, by and between Goosehead Insurance, Inc., a Delaware corporation (the “Company”) and (“Indemnitee”).
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of GOOSEHEAD FINANCIAL, LLC Dated as of May 1, 2018Limited Liability Company Agreement • May 2nd, 2018 • Goosehead Insurance, Inc. • Insurance agents, brokers & service • Delaware
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) OF GOOSEHEAD FINANCIAL, LLC, a Delaware limited liability company (the “Company”), dated as of May 1, 2018, by and among the Company, Goosehead Insurance, Inc., a Delaware corporation (“Pubco”), and the other Persons listed on the signature pages hereto.
TAX RECEIVABLE AGREEMENT among GOOSEHEAD INSURANCE, INC., GOOSEHEAD FINANCIAL, LLC, and THE PERSONS NAMED HEREIN Dated as of May 1, 2018Tax Receivable Agreement • May 2nd, 2018 • Goosehead Insurance, Inc. • Insurance agents, brokers & service • Delaware
This TAX RECEIVABLE AGREEMENT (as amended from time to time, this “Agreement”), dated as of May 1, 2018, is hereby entered into by and among Goosehead Insurance, Inc., a Delaware corporation (the “Corporate Taxpayer”), Goosehead Financial, LLC, a Delaware limited liability company (“OpCo”), each of the Members (as defined below) from time to time party thereto, and each of the successors and assigns thereto.
GOOSEHEAD INSURANCE, INC. OMNIBUS INCENTIVE PLAN STOCK OPTION AWARD AGREEMENT (EMPLOYEES)Stock Option Award Agreement • April 5th, 2018 • Goosehead Insurance, Inc. • Insurance agents, brokers & service • Delaware
Subject to the terms and conditions set forth in this grant letter (the “Grant Letter”) and Exhibit A (the Grant Letter and Exhibit A constituting this “Agreement”), Goosehead Insurance, Inc., a Delaware corporation (the “Company”), has granted you as of the Grant Date set forth below an option to purchase Shares (the “Award”). The Award is granted under and is subject to the Goosehead Insurance, Inc. Omnibus Incentive Plan (the “Plan”). Unless defined in this Agreement, capitalized terms shall have the meanings assigned to them in the Plan. The provisions of the Plan shall control in the event of a conflict among the provisions of the Plan, this Agreement and any descriptive materials provided to you.
REORGANIZATION AGREEMENT Dated as of April 26, 2018Contribution Agreement • May 2nd, 2018 • Goosehead Insurance, Inc. • Insurance agents, brokers & service • New York
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) OF GOOSEHEAD FINANCIAL, LLC, a Delaware limited liability company (the “Company”), dated as of May 1, 2018, by and among the Company, Goosehead Insurance, Inc., a Delaware corporation (“Pubco”), and the other Persons listed on the signature pages hereto.
SEPARATION AND ENGAGEMENT AGREEMENTSeparation and Engagement Agreement • October 27th, 2022 • Goosehead Insurance, Inc. • Insurance agents, brokers & service • Texas
This Separation and Engagement Agreement (“Agreement”) is entered into by and between Goosehead Insurance, Inc. (the “Company”) and Mark Colby (“Employee”), effective as of the date it is executed by both Parties (the “Effective Date”). The Company and Employee are referred to herein individually, as a “Party” and collectively, as the “Parties.”
STOCKHOLDERS AGREEMENTStockholders Agreement • March 14th, 2019 • Goosehead Insurance, Inc. • Insurance agents, brokers & service • Delaware
AGREEMENT, dated as of May 1, 2018 among Mark E. Jones, Robyn Jones, Michael C. Colby, Jeffrey Saunders, The Mark and Robyn Jones Descendants Trust 2014, The Lanni Elaine Romney Family Trust 2014, The Lindy Jean Langston Family Trust 2014, The Camille LaVaun Peterson Family Trust 2014, The Desiree Robyn Coleman Family Trust 2014, The Adrienne Morgan Jones Family Trust 2014, The Mark Evan Jones, Jr. Family Trust 2014, Serena Jones, Lanni Romney, Lindy Langston, Camille Peterson, Desiree Coleman, Adrienne Jones, Mark E. Jones, Jr., The Colby 2014 Family Trust, The Preston Michael Colby 2014 Trust, The Lyla Kate Colby 2014 Trust and Texas Wasatch Insurance Partners, L.P. (each, together with his, her or its permitted transferees pursuant to Section 8.02(c) of the Amended and Restated Limited Liability Company Agreement of Goosehead Financial, LLC, a “Holder,” and together, the “Holders”) and Goosehead Insurance, Inc. (“Pubco”).
Goosehead Insurance, Inc. [●] Shares of Class A Common Stock Underwriting AgreementGoosehead Insurance, Inc. • April 17th, 2018 • Insurance agents, brokers & service • New York
STOCKHOLDERS AGREEMENTStockholders Agreement • May 2nd, 2018 • Goosehead Insurance, Inc. • Insurance agents, brokers & service • Delaware
AGREEMENT, dated as of May 1, 2018 among Mark E. Jones, Robyn Jones, Michael C. Colby, Jeffrey Saunders, The Mark and Robyn Jones Descendants Trust 2014, The Lanni Elaine Romney Family Trust 2014, The Lindy Jean Langston Family Trust 2014, The Camille LaVaun Peterson Family Trust 2014, The Desiree Robyn Coleman Family Trust 2014, The Adrienne Morgan Jones Family Trust 2014, The Mark Evan Jones, Jr. Family Trust 2014, Serena Jones, Lanni Romney, Lindy Langston, Camille Peterson, Desiree Coleman, Adrienne Jones, Mark E. Jones, Jr., The Colby 2014 Family Trust, The Preston Michael Colby 2014 Trust, The Lyla Kate Colby 2014 Trust and Texas Wasatch Insurance Partners, L.P. (each, together with his, her or its permitted transferees pursuant to Section 8.02(c) of the Amended and Restated Limited Liability Company Agreement of Goosehead Financial, LLC, a “Holder,” and together, the “Holders”) and Goosehead Insurance, Inc. (“Pubco”).
STOCKHOLDERS AGREEMENTStockholders Agreement • April 2nd, 2018 • Goosehead Insurance, Inc. • Insurance agents, brokers & service • Delaware
AGREEMENT, dated as of [●], 2018 among Mark E. Jones, Robyn Jones, Michael C. Colby, Jeffrey Saunders, The Mark and Robyn Jones Descendants Trust 2014, The Lanni Elaine Romney Family Trust 2014, The Lindy Jean Langston Family Trust 2014, The Camille LaVaun Peterson Family Trust 2014, The Desiree Robyn Coleman Family Trust 2014, The Adrienne Morgan Jones Family Trust 2014, The Mark Evan Jones, Jr. Family Trust 2014, The Estate of Doug Jones, Lanni Romney, Lindy Langston, Camille Peterson, Desiree Coleman, Adrienne Jones, Mark E. Jones, Jr., The Colby 2014 Family Trust, The Preston Michael Colby 2014 Trust, The Lyla Kate Colby 2014 Trust and Texas Wasatch Insurance Partners, L.P. (each, together with his, her or its permitted transferees pursuant to Section 8.02(c) of the Amended and Restated Limited Liability Company Agreement of Goosehead Financial, LLC, a “Holder,” and together, the “Holders”) and Goosehead Insurance, Inc. (“Pubco”).
Goosehead Insurance Agency, LLC Franchise AgreementFranchise Agreement • April 2nd, 2018 • Goosehead Insurance, Inc. • Insurance agents, brokers & service • Texas
THIS FRANCHISE AGREEMENT (the “Agreement”) is made and entered into as of the “Effective Date” that we have indicated on the signature page of this Agreement by and between:
SEPARATION AGREEMENTTransition and Separation Agreement • July 28th, 2022 • Goosehead Insurance, Inc. • Insurance agents, brokers & service • Texas
This Separation Agreement (“Agreement”) is entered into by and between Goosehead Insurance, Inc. (the “Company”) and Michael C. Colby (“Employee”), effective as of the date it is executed by both Parties (the “Effective Date”). The Company and Employee are referred to herein individually, as a “Party” and collectively, as the “Parties.”
