INDEMNIFICATION AGREEMENTIndemnification Agreement • March 23rd, 2021 • Alignment Healthcare, Inc. • Hospital & medical service plans • Delaware
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of [ ], 2021 between Alignment Healthcare, Inc., a Delaware corporation (the “Company”), and [ ] (“Indemnitee”).
Alignment Healthcare, Inc. [•] Shares of Common Stock, $0.001 par value Underwriting AgreementUnderwriting Agreement • March 23rd, 2021 • Alignment Healthcare, Inc. • Hospital & medical service plans • New York
Alignment Healthcare, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [•] shares of the Company, General Atlantic (ALN HLTH), L.P. (“GA”), Warburg (as defined in Schedule II hereto) and the stockholders of the Company named in Schedule II hereto (collectively, the “Additional Selling Stockholders” and, together with GA and Warburg, the “Selling Stockholders”) propose, subject to the terms and conditions stated in this Agreement, to sell to the Underwriters an aggregate of [•] shares and, at the election of the Underwriters, up to [•] additional shares of common stock (“Stock”) of the Company. The aggregate of [•] shares to be sold by the Company and the Selling Stockholders is herein called the “Firm Shares” and the aggregate of [•] additional shares to be sold by the Selling Stockholders is herein
ALIGNMENT HEALTHCARE, INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 30th, 2021 • Alignment Healthcare, Inc. • Hospital & medical service plans • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of March 30, 2020 among Alignment Healthcare, Inc., a Delaware corporation (the “Company”), General Atlantic (ALN HLTH), L.P., a Delaware limited partnership, and its Affiliates (as defined herein) (collectively, “General Atlantic”), Warburg Pincus (as defined herein) and its Affiliates, and any investment entity controlled or managed by General Atlantic or Warburg Pincus or one of their respective Affiliates that at any time executes a counterpart of this Agreement and each of the investors listed on the signature pages hereto under the caption “Investors” (collectively, the “Investors” and individually, an “Investor”), each other Person listed on the signature pages hereto under the caption “Other Holders” or who executes a Joinder as an “Other Holder” (collectively, the “Other Holders”) and each of the executives listed on the signature pages under the caption “Executives” or who executes a Joinder as an “Executive” (c
EMPLOYMENT AGREEMENT BETWEEN ALIGNMENT HEALTHCARE USA, LLC AND HYONG (KEN) KIM, M.D. September 25, 2023Employment Agreement • September 6th, 2023 • Alignment Healthcare, Inc. • Hospital & medical service plans • California
THIS EMPLOYMENT AGREEMENT is made and entered into effective as of September 25, 2023 (the “Effective Date”), by and between Alignment Healthcare USA, LLC, a California corporation (the “Employer”), and Hyong (Ken) Kim, M.D. (the “Employee”).
AMENDMENT NO. 3 TO LOAN AGREEMENTLoan Agreement • December 4th, 2020 • Alignment Healthcare, Inc. • Hospital & medical service plans • New York
THIS AMENDMENT NO. 3 TO LOAN AGREEMENT, dated as of September 8, 2020 (this “Amendment”), is made among ALIGNMENT HEALTHCARE HOLDCO 2, LLC, a Delaware limited liability company (“Holdings”), ALIGNMENT HEALTHCARE USA, LLC, a Delaware limited liability company (“Borrower”), the Subsidiary Guarantors from time to time party thereto (together with Holdings and Borrower, the “Obligors”), the Lenders listed on the signature pages hereof under the heading “LENDERS” (each, a “Lender” and, collectively, “Lenders”), and CRG Servicing LLC, a Delaware limited liability company, as administrative agent and collateral agent for Lenders (in such capacities, together with its successors and assigns, “Administrative Agent”), with respect to the Loan Agreement referred to below.
STOCKHOLDERS AGREEMENTStockholders Agreement • March 30th, 2021 • Alignment Healthcare, Inc. • Hospital & medical service plans • Delaware
THIS STOCKHOLDERS AGREEMENT (this “Agreement”) is made and entered into as of March 30, 2021, by and among Alignment Healthcare, Inc., a Delaware corporation (the “Company”), General Atlantic (ALN HLTH), LP, a Delaware limited partnership (together with its affiliated investment entities, the “GA Stockholder”), and Warburg Pincus Private Equity XII, L.P., a Delaware limited partnership, WP XII Partners, L.P., a Delaware limited partnership, Warburg Pincus Private Equity XII-B, L.P., a Delaware limited partnership, Warburg Pincus XII Partners, L.P., a Delaware limited partnership, Warburg Pincus Private Equity XII-D, L.P., a Delaware limited partnership, and Warburg Pincus Private Equity XII-E, L.P., a Delaware limited partnership (collectively, the “Warburg Stockholder” and, together with the GA Stockholder, the “Lead Stockholders”).
CONTRACT WITH ELIGIBLE MEDICARE ADVANTAGE (MA) ORGANIZATION PURSUANT TO SECTIONS 1851 THROUGH 1859 OF THE SOCIAL SECURITY ACT FOR THE OPERATION OF A MEDICARE ADVANTAGE COORDINATED CARE PLAN(S) CONTRACT ( ) Between Centers for Medicare & Medicaid...Alignment Healthcare, Inc. • March 3rd, 2021 • Hospital & medical service plans
CMS and the MA Organization, an entity which has been determined to be an eligible Medicare Advantage Organization by the Administrator of the Centers for Medicare & Medicaid Services under 42 CFR §422.503, agree to the following for the purposes of §§ 1851 through 1859 of the Social Security Act (hereinafter referred to as the Act):
CONFIDENTIAL SEPARATION AGREEMENT AND GENERAL RELEASEConfidential Separation Agreement and General Release • November 2nd, 2023 • Alignment Healthcare, Inc. • Hospital & medical service plans • California
This Confidential Separation Agreement and General Release (“Agreement”), dated July 13, 2023 (the “Execution Date”), is made by and between Richard Cross (“Employee”), on the one hand, and Alignment Healthcare USA, LLC (“Alignment” or the “Company”), on the other hand. The parties to this Agreement may be referred to singularly as a “Party” or collectively as the “Parties.”
PSU AWARD AGREEMENT ALIGNMENT HEALTHCARE, INC. 2021 EQUITY INCENTIVE PLANPsu Award Agreement • September 15th, 2023 • Alignment Healthcare, Inc. • Hospital & medical service plans
Alignment Healthcare, Inc. (the “Company”) grants to the Participant named below (“you”) the number of restricted stock units that are subject to Performance Goals and designated as Performance Awards (“PSUs”) set forth below (the “Award”), under this PSU Award Agreement (“Agreement”).
OPTION AWARD AGREEMENT ALIGNMENT HEALTHCARE, INC. 2021 EQUITY INCENTIVE PLANOption Award Agreement • March 23rd, 2021 • Alignment Healthcare, Inc. • Hospital & medical service plans
Alignment Healthcare, Inc. (the “Company”) grants to the Participant named below (“you”) [an Incentive/a Nonstatutory] Stock Option to purchase the number of Shares set forth below (the “Option”), under this Option Award Agreement (“Agreement”).
RSU AWARD AGREEMENT ALIGNMENT HEALTHCARE, INC. 2021 EQUITY INCENTIVE PLANRsu Award Agreement • March 23rd, 2021 • Alignment Healthcare, Inc. • Hospital & medical service plans
Alignment Healthcare, Inc. (the “Company”) grants to the Participant named below (“you”) the number of restricted stock units (“RSUs”) set forth below (the “Award”), under this RSU Award Agreement (“Agreement”).
TERM LOAN AGREEMENT dated as of August 21, 2018 among ALIGNMENT HEALTHCARE HOLDCO 2, LLC, as Holdings, ALIGNMENT HEALTHCARE USA, LLC, as Borrower, the Guarantors from time to time party hereto, the Lenders from time to time party hereto and CRG...Term Loan Agreement • December 4th, 2020 • Alignment Healthcare, Inc. • Hospital & medical service plans • New York
TERM LOAN AGREEMENT, dated as of August 21, 2018 (this “Agreement”), among ALIGNMENT HEALTHCARE HOLDCO 2, LLC, a Delaware limited liability company (“Holdings”), ALIGNMENT HEALTHCARE USA, LLC, a Delaware limited liability company (“Borrower”), the Subsidiary Guarantors from time to time party hereto, the Lenders from time to time party hereto and CRG SERVICING LLC, a Delaware limited liability company (“CRG Servicing”), as administrative agent and collateral agent for the Lenders (in such capacities, together with its successors and assigns, “Administrative Agent”).
Term Loan Agreement dated as of September 2, 2022 among Alignment Healthcare, Inc., as Parent, Alignment Healthcare Holdco 1, LLC, as Healthcare Holdco, Alignment Healthcare Holdco 2, LLC, as Holdings, Alignment Healthcare USA, LLC, as Borrower, the...Term Loan Agreement • November 3rd, 2022 • Alignment Healthcare, Inc. • Hospital & medical service plans • New York
SECURITY AGREEMENT dated as of September 2, 2022 among ALIGNMENT HEALTHCARE USA, LLC, the other Grantors from time to time party hereto and OXFORD FINANCE LLC, as Administrative Agent and Collateral AgentSecurity Agreement • November 3rd, 2022 • Alignment Healthcare, Inc. • Hospital & medical service plans • New York
SECURITY AGREEMENT dated as of September 2, 2022 (this “Agreement”), among ALIGNMENT HEALTHCARE USA, LLC, a Delaware limited liability company (“Borrower”), ALIGNMENT HEALTHCARE HOLDCO 2, LLC, a Delaware limited liability company (“Holdings”), ALIGNMENT HEALTHCARE HOLDCO 1, LLC, a Delaware limited liability company (“Healthcare Holdco”), ALIGNMENT HEALTHCARE, INC., a Delaware corporation (“Parent”), the undersigned subsidiaries (collectively with Borrower, Holdings, Healthcare Holdco, Parent, and each entity that becomes a “Grantor” hereunder as contemplated by Section 5.12, the “Grantors” and each, a “Grantor”), and OXFORD FINANCE LLC, a Delaware limited liability company, as administrative agent and collateral agent for the Lenders (in such capacities, together with its successors and assigns, “Administrative Agent”).
Alignment Healthcare, Inc. 9,000,000 Shares of Common Stock, $0.001 par value Underwriting AgreementAlignment Healthcare, Inc. • September 20th, 2022 • Hospital & medical service plans • New York
Certain stockholders of Alignment Healthcare, Inc., a Delaware corporation (the “Company”), named in Schedule II hereto (each, a “Selling Stockholder” and collectively, the “Selling Stockholders”) propose, subject to the terms and conditions stated in this agreement (this “Agreement”), to sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 9,000,000 shares of common stock, par value $0.01 per share, of the Company. The aggregate of 9,000,000 shares to be sold by the Selling Stockholders is herein called the “Shares.” To the extent there are no additional Underwriters named in Schedule I hereto other than you, the term “Representatives” as used herein shall mean you, as Underwriter, and the terms “Representatives” and “Underwriters” shall mean either the singular or plural as the context requires.
AMENDMENT NO. 1 TO TERM LOAN AGREEMENT AND AMENDMENT NO. 1 TO SECURITY AGREEMENTTerm Loan Agreement • February 28th, 2023 • Alignment Healthcare, Inc. • Hospital & medical service plans • New York
THIS AMENDMENT NO. 1 TO TERM LOAN AGREEMENT AND AMENDMENT NO. 1 TO SECURITY AGREEMENT, dated as of January 30, 2023 (this “Amendment”), is made among ALIGNMENT HEALTHCARE, INC., a Delaware corporation (“Parent”), ALIGNMENT HEALTHCARE HOLDCO 1, LLC, a Delaware limited liability company (“Healthcare Holdco”), ALIGNMENT HEALTHCARE HOLDCO 2, LLC, a Delaware limited liability company (“Holdings”), ALIGNMENT HEALTHCARE USA, LLC, a Delaware limited liability company (“Borrower”), the Subsidiary Guarantors from time to time party thereto (together with Holdings, Healthcare Holdco, Parent and Borrower, the “Obligors”), the Lenders listed on the signature pages hereof (each, a “Lender” and, collectively, “Lenders”), and Oxford Finance LLC, a Delaware limited liability company, as administrative agent and collateral agent for Lenders (in such capacities, together with its successors and assigns, “Administrative Agent”), with respect to the Loan Agreement and the Security Agreement referred to bel
RSU AWARD AGREEMENT ALIGNMENT HEALTHCARE, INC. 2021 EQUITY INCENTIVE PLANRsu Award Agreement • March 23rd, 2021 • Alignment Healthcare, Inc. • Hospital & medical service plans
Alignment Healthcare, Inc. (the “Company”) grants to the Participant named below (“you”) the number of restricted stock units (“RSUs”) set forth below (the “Award”), under this RSU Award Agreement (“Agreement”).
Alignment Healthcare, Inc. 27,200,000 Shares of Common Stock, $0.001 par value Underwriting AgreementUnderwriting Agreement • March 30th, 2021 • Alignment Healthcare, Inc. • Hospital & medical service plans • New York
Alignment Healthcare, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 21,700,000 shares of the Company, General Atlantic (ALN HLTH), L.P. (“GA”), Warburg (as defined in Schedule II hereto) and the stockholders of the Company named in Schedule II hereto (collectively, the “Additional Selling Stockholders” and, together with GA and Warburg, the “Selling Stockholders”) propose, subject to the terms and conditions stated in this Agreement, to sell to the Underwriters an aggregate of 5,500,000 shares and, at the election of the Underwriters, up to 4,080,000 additional shares of common stock (“Stock”) of the Company. The aggregate of 27,200,000 shares to be sold by the Company and the Selling Stockholders is herein called the “Firm Shares” and the aggregate of 4,080,000 additional shares to be sold by th
AMENDMENT NO. 1 TO LOAN AGREEMENT AND AMENDMENT TO FEE LETTERLoan Agreement • March 3rd, 2021 • Alignment Healthcare, Inc. • Hospital & medical service plans • New York
THIS AMENDMENT NO. 1 TO LOAN AGREEMENT AND AMENDMENT TO FEE LETTER, dated as of April 25, 2019 (this “Amendment”), is made among ALIGNMENT HEALTHCARE HOLDCO 2, LLC, a Delaware limited liability company (“Holdings”), ALIGNMENT HEALTHCARE USA, LLC, a Delaware limited liability company (“Borrower”), the Subsidiary Guarantors from time to time party thereto (together with Holdings and Borrower, the Obligors”), the Lenders listed on the signature pages hereof under the heading “LENDERS” (each, a “Lender” and, collectively, “Lenders”), and CRG Servicing LLC, a Delaware limited liability company, as administrative agent and collateral agent for Lenders (in such capacities, together with its successors and assigns, “Administrative Agent”), with respect to the Loan Agreement and the Fee Letter referred to below.
AMENDED AND RESTATED STOCKHOLDERS AGREEMENTStockholders Agreement • May 2nd, 2024 • Alignment Healthcare, Inc. • Hospital & medical service plans • Delaware
THIS AMENDED AND RESTATED STOCKHOLDERS AGREEMENT (this “Agreement”) is made and entered into as of April 30, 2024, by and among Alignment Healthcare, Inc., a Delaware corporation (the “Company”), General Atlantic (ALN HLTH), LP, a Delaware limited partnership (together with its affiliated investment entities, the “GA Stockholder”), and Warburg Pincus Private Equity XII, L.P., a Delaware limited partnership, WP XII Partners, L.P., a Delaware limited partnership, Warburg Pincus Private Equity XII-B, L.P., a Delaware limited partnership, Warburg Pincus XII Partners, L.P., a Delaware limited partnership, Warburg Pincus Private Equity XII-D, L.P., a Delaware limited partnership, and Warburg Pincus Private Equity XII-E, L.P., a Delaware limited partnership (collectively, the “Warburg Stockholder” and, together with the GA Stockholder, the “Lead Stockholders”), and amends and restates in its entirety the Stockholders Agreement of the Company, dated as of March 30, 2021 (the “Original Agreemen
SECURITY AGREEMENT dated as of August 21, 2018 among ALIGNMENT HEALTHCARE USA, LLC, the other Grantors from time to time party hereto and CRG SERVICING LLC, as Administrative Agent and Collateral AgentSecurity Agreement • March 3rd, 2021 • Alignment Healthcare, Inc. • Hospital & medical service plans • New York
SECURITY AGREEMENT dated as of August 21, 2018 (this “Agreement”), among ALIGNMENT HEALTHCARE USA, LLC, a Delaware limited liability company (“Borrower”), ALIGNMENT HEALTHCARE HOLDCO 2, LLC, a Delaware limited liability company (“Holdings”), the undersigned subsidiaries (collectively with Borrower, Holdings and each entity that becomes a “Grantor” hereunder as contemplated by Section 5.12, the “Grantors” and each, a “Grantor”), and CRG SERVICING LLC, a Delaware limited liability company, as administrative agent and collateral agent for the Lenders (in such capacities, together with its successors and assigns, “Administrative Agent”).
OPTION AWARD AGREEMENT ALIGNMENT HEALTHCARE, INC. 2021 EQUITY INCENTIVE PLANOption Award Agreement • March 23rd, 2021 • Alignment Healthcare, Inc. • Hospital & medical service plans
Alignment Healthcare, Inc. (the “Company”) grants to the Participant named below (“you”) [an Incentive/a Nonstatutory] Stock Option to purchase the number of Shares set forth below (the “Option”), under this Option Award Agreement (“Agreement”).
RESTRICTED SHARES AWARD AGREEMENT ALIGNMENT HEALTHCARE, INC. 2021 EQUITY INCENTIVE PLANRestricted Shares Award Agreement • March 23rd, 2021 • Alignment Healthcare, Inc. • Hospital & medical service plans
Alignment Healthcare, Inc. (the “Company”) grants to the Participant named below (“you”) the number of Restricted Shares set forth below (the “Award”), under this Restricted Shares Award Agreement (“Agreement”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • December 29th, 2023 • Alignment Healthcare, Inc. • Hospital & medical service plans
This AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is entered into by and between Alignment Healthcare USA, LLC (the “Employer”) and Joseph Konowiecki (the “Employee”) as of this 27th day of December 2023.
SEPARATION AGREEMENT AND GENERAL RELEASESeparation Agreement and General Release • August 15th, 2023 • Alignment Healthcare, Inc. • Hospital & medical service plans • California
This Separation Agreement and General Release (“Agreement”), dated August 9, 2023 (the “Execution Date”), is made by and between Dinesh Kumar (“Employee”), on the one hand, and Alignment Healthcare USA, LLC (“Alignment” or the “Company”), on the other hand. The parties to this Agreement may be referred to singularly as a “Party” or collectively as the “Parties.”
