RIGHTS AGREEMENT dated as of June 24, 2004 between Jackson Hewitt Tax Service Inc. and The Bank of New York Rights AgentRights Agreement • September 13th, 2004 • Jackson Hewitt Tax Service Inc • Services-personal services • New York
RIGHTS AGREEMENT, dated as of June 24, 2004 (the “Agreement”), between Jackson Hewitt Tax Service Inc., a Delaware corporation (the “Company”), and The Bank of New York, a New York banking corporation (the “Rights Agent”).
SPECIAL INCENTIVE PROGRAM RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • July 14th, 2010 • Jackson Hewitt Tax Service Inc • Services-personal services • Delaware
THIS EXECUTIVE OFFICER RESTRICTED STOCK AWARD AGREEMENT (the “Agreement”) is effective as of June 28, 2010 (the “Grant Date”), between Jackson Hewitt Tax Service Inc., a Delaware corporation (the “Company”), and Harry W. Buckley (the “Participant”).
EMPLOYMENT AGREEMENTEmployment Agreement • September 11th, 2006 • Jackson Hewitt Tax Service Inc • Services-personal services • New Jersey
This Employment Agreement (the “Agreement”) effective as of August 8, 2006 by and between Jackson Hewitt Tax Service Inc. (the “Company”) and Michael C. Yerington (the “Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • September 13th, 2004 • Jackson Hewitt Tax Service Inc • Services-personal services • New Jersey
This Employment Agreement dated as of June , 2004, but effective as of and contingent upon the consummation of the initial public offering by Cendant Corporation of all of the stock of Jackson Hewitt Tax Service Inc. (the “Transaction”), is hereby made by and among Cendant Corporation (“Cendant”), Jackson Hewitt Tax Service Inc. (“JTAX”) and Michael Lister (the “Executive”).
CREDIT AGREEMENT dated as of June , 2004 among JACKSON HEWITT TAX SERVICE INC., as Parent, JACKSON HEWITT INC., as Borrower, THE LENDERS PARTY HERETO and JPMORGAN CHASE BANK, as Administrative AgentCredit Agreement • June 18th, 2004 • Jackson Hewitt Tax Service Inc • Services-personal services • New York
CREDIT AGREEMENT dated as of June , 2004, among JACKSON HEWITT TAX SERVICE INC., a Delaware corporation (the “Parent”), JACKSON HEWITT INC., a Virginia corporation (the “Borrower”), the LENDERS from time to time party hereto (the “Lenders”), and JPMORGAN CHASE BANK, as Administrative Agent (as amended, restated, supplemented or otherwise modified, the “Agreement”). The parties hereto agree as follows.
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • December 7th, 2007 • Jackson Hewitt Tax Service Inc • Services-personal services • Illinois
THIS ASSET PURCHASE AGREEMENT (“Agreement”) is entered into in Chicago, Illinois as of this 27th day of September, 2007, by and among Tax Services of America, Inc., a Delaware corporation (“Buyer”), Smart Tax, Inc., an Illinois corporation (“Seller”) and each of the shareholders of Seller set forth on the signature page hereto (collectively, the “Shareholders”).
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • July 2nd, 2009 • Jackson Hewitt Tax Service Inc • Services-personal services • New York
THIS PLEDGE AND SECURITY AGREEMENT, dated as of the 27th day of April, 2009 (this “Agreement”), is made by JACKSON HEWITT TAX SERVICE INC., a Delaware corporation (the “Parent”), and by each of the undersigned Subsidiaries of the Parent and each other Subsidiary that, after the date hereof, executes an instrument of accession hereto substantially in the form of Exhibit C (a “Pledgor Accession”; the undersigned and such other Subsidiaries, collectively, together with the Parent, the “Pledgors”), in favor of WACHOVIA BANK, NATIONAL ASSOCIATION, as Administrative Agent for the Lenders party to the Credit Agreement referred to below (in such capacity, the “Administrative Agent”), for the benefit of the Secured Parties (as hereinafter defined). Except as otherwise provided herein, capitalized terms used herein without definition have the meanings given to them in the Credit Agreement referred to below.
Underwriting AgreementUnderwriting Agreement • June 18th, 2004 • Jackson Hewitt Tax Service Inc • Services-personal services • New York
Cendant Finance Holding Corporation, a Delaware corporation (the “Selling Stockholder”), the sole stockholder of Jackson Hewitt Tax Service Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 37,500,000 shares of Common Stock (“Stock”) of the Company, and, at the election of the Underwriters, the Company proposes, subject to the terms and conditions stated herein, to issue and sell up to 5,625,000. additional shares of Stock. The aggregate of 37,500,000 shares to be sold by the Selling Stockholder is herein called the “Firm Shares” and the aggregate of 5,625,000 additional shares to be sold by the Company is herein called the “Optional Shares.” The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Shares”.
JACKSON HEWITT TAX SERVICE INC. AMENDED AND RESTATED 2004 EQUITY AND INCENTIVE PLAN STOCK OPTION AGREEMENTStock Option Agreement • June 30th, 2008 • Jackson Hewitt Tax Service Inc • Services-personal services • Delaware
This STOCK OPTION AGREEMENT is effective as of [DATE OF GRANT] (the “Grant Date”), between Jackson Hewitt Tax Service Inc., a Delaware corporation (the “Company”), and the optionee specified on Exhibit A attached hereto and made a part hereof (the “Optionee”).
AGREEMENT FOR THIRD AMENDMENT OF AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • July 2nd, 2009 • Jackson Hewitt Tax Service Inc • Services-personal services • New York
THIS AMENDED AND RESTATED CREDIT AGREEMENT, dated as of the 6th day of October, 2006, is made among JACKSON HEWITT TAX SERVICE INC., a Delaware corporation (the “Parent”), JACKSON HEWITT INC., a Virginia corporation (“Jackson Hewitt”), TAX SERVICES OF AMERICA, INC., a Delaware corporation (“Tax Services”), and HEWFANT INC., a Virginia corporation (“Hewfant” and collectively with the Parent, Jackson Hewitt and Tax Services, the “Borrowers” and each a “Borrower”), the Lenders (as hereinafter defined), WACHOVIA BANK, NATIONAL ASSOCIATION, as Administrative Agent for the Lenders, BANK OF AMERICA, N.A. and CITIBANK, N.A., as Co-Syndication Agents for the Lenders, and JPMORGAN CHASE BANK, N.A. and PNC BANK, NATIONAL ASSOCIATION, as Co-Documentation Agents for the Lenders.
PROGRAM AGREEMENTRefund Anticipation Loan Agreement • June 18th, 2004 • Jackson Hewitt Tax Service Inc • Services-personal services • New York
THIS REFUND ANTICIPATION LOAN AGREEMENT (“Agreement”) is made as of this 5th day of May, 2004 by and between Santa Barbara Bank & Trust (“SBBT”), a division of Pacific Capital Bank, N.A., a national banking association, with its principal office at 5770 Oberlin Drive, San Diego, CA, and Jackson Hewitt Inc. (“JHI”), a Virginia corporation, with its principal office at 7 Sylvan Way, Parsippany, NJ 07054.
JACKSON HEWITT TAX SERVICE INC. AMENDED AND RESTATED 2004 EQUITY AND INCENTIVE PLAN STOCK OPTION AGREEMENTStock Option Agreement • December 10th, 2008 • Jackson Hewitt Tax Service Inc • Services-personal services • Delaware
This STOCK OPTION AGREEMENT is effective as of [DATE OF GRANT] (the “Grant Date”), between Jackson Hewitt Tax Service Inc., a Delaware corporation (the “Company”), and the optionee specified on Exhibit A attached hereto and made a part hereof (the “Optionee”).
PROGRAM AGREEMENTProgram Agreement • December 7th, 2007 • Jackson Hewitt Tax Service Inc • Services-personal services • New York
THIS PROGRAM AGREEMENT (“Agreement”) is made this 19th day of September, 2007 by and between Republic Bank & Trust Company (“Republic”), a Kentucky corporation, with its principal office at 601 W. Market Street, Louisville, KY 40202, and Jackson Hewitt Inc. (“JHI”), a Virginia corporation, with its principal office at 3 Sylvan Way, Parsippany, NJ 07054.
AMENDED AND RESTATED TECHNOLOGY SERVICES AGREEMENTTechnology Services Agreement • December 7th, 2007 • Jackson Hewitt Tax Service Inc • Services-personal services • Delaware
This Amended and Restated Technology Services Agreement (“Agreement”) dated this 8th day of October, 2007, between JACKSON HEWITT TECHNOLOGY SERVICES LLC, a Delaware limited liability company (the “Company”) with its principal place of business at 501 N. Cattlemen Road, Suite 300, Sarasota, Florida 34232, and HSBC TAXPAYER FINANCIAL SERVICES INC., a Delaware corporation, with offices located at 90 Christiana Road, New Castle, Delaware (“HSBC”).
EXECUTIVE OFFICER RESTRICTED STOCK AWARD AGREEMENTExecutive Officer Restricted Stock Award Agreement • December 10th, 2008 • Jackson Hewitt Tax Service Inc • Services-personal services • Delaware
THIS EXECUTIVE OFFICER RESTRICTED STOCK AWARD AGREEMENT (the “Agreement”) is effective as of [ ] [ ], 200[ ] (the “Grant Date”), between Jackson Hewitt Tax Service Inc., a Delaware corporation (the “Company”), and [PARTICIPANT] (the “Participant”).
TECHNOLOGY SERVICES AGREEMENTTechnology Services Agreement • December 7th, 2007 • Jackson Hewitt Tax Service Inc • Services-personal services • New York
THIS TECHNOLOGY SERVICES AGREEMENT (“Agreement”) is made this 19th day of September, 2007 by and between Republic Bank & Trust Company (“Republic”), a Kentucky banking corporation, with its principal office at 601 W. Market Street, Louisville, KY 40202, and Jackson Hewitt Technology Services LLC (“JHTSL”), a Delaware limited liability company, with its principal office at 501 N. Cattlemen Road, Suite 300, Sarasota, Florida 34232.
FORM OF FRANCHISE AGREEMENTFranchise Agreement • April 20th, 2004 • Jackson Hewitt Tax Service Inc • Services-personal services
AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • March 10th, 2011 • Jackson Hewitt Tax Service Inc • Services-personal services • New Jersey
THIS AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is effective as of January 5, 2011, by and between JACKSON HEWITT TAX SERVICE INC. (the “Company”) and PHILIP H. SANFORD (the “Executive”).
AMENDED AND RESTATED PROGRAM AGREEMENTProgram Agreement • December 7th, 2007 • Jackson Hewitt Tax Service Inc • Services-personal services • New York
THIS AMENDED AND RESTATED PROGRAM AGREEMENT (“Agreement”) is made this 21 day of September, 2007 by and between Santa Barbara Bank & Trust (“SBBT”), a division of Pacific Capital Bank, N.A., a national banking association, with its principal office at 5770 Oberlin Drive, San Diego, CA, and Jackson Hewitt Inc. (“JHI”), a Virginia corporation, with its principal office at 3 Sylvan Way, Parsippany, NJ 07054.
SECOND AMENDED AND RESTATED MARKETING AGREEMENTMarketing Agreement • August 3rd, 2010 • Jackson Hewitt Tax Service Inc • Services-personal services • New York
This Second Amended and Restated Marketing Agreement (the “Agreement”) dated as of November 16, 2009 is by and between Jackson Hewitt Inc. whose address is 3 Sylvan Way, Parsippany, New Jersey 07054 (“Company”) and MetaBank d/b/a Meta Payment Systems whose address is 5501 Broadband Lane, Sioux Falls, South Dakota 57108 (“Bank”). Each may be referred to as a “Party” or collectively as “Parties.” Capitalized terms not defined in the context of a provision of this Agreement have the meanings set forth in Article I.
AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • December 7th, 2007 • Jackson Hewitt Tax Service Inc • Services-personal services • New Jersey
THIS AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is effective as of December 4, 2007 by and between Jackson Hewitt Tax Service Inc. (the “Company”) and Mark L. Heimbouch (the “Executive”).
JACKSON HEWITT TAX SERVICE INC. AMENDED AND RESTATED 2004 EQUITY AND INCENTIVE PLAN STOCK OPTION AGREEMENTStock Option Agreement • June 30th, 2008 • Jackson Hewitt Tax Service Inc • Services-personal services • Delaware
This STOCK OPTION AGREEMENT is effective as of [DATE OF GRANT] (the “Grant Date”), between Jackson Hewitt Tax Service Inc., a Delaware corporation (the “Company”), and the optionee specified on Exhibit A attached hereto and made a part hereof (the “Optionee”).
AMENDED AND RESTATED MARKETING AGREEMENTMarketing Agreement • December 10th, 2008 • Jackson Hewitt Tax Service Inc • Services-personal services • New York
This Amended and Restated Marketing Agreement (the “Agreement”) dated as of November 17, 2008 is by and between Jackson Hewitt Inc. whose address is 3 Sylvan Way, Parsippany, New Jersey 07054 (“Company”) and MetaBank d/b/a Meta Payment Systems whose address is 5501 Broadband Lane, Sioux Falls, South Dakota 57108 (“Bank”). Each may be referred to as a “Party” or collectively as “Parties.” Capitalized terms not defined in the context of a provision of this Agreement have the meanings set forth in Article I.
SIXTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • February 11th, 2011 • Jackson Hewitt Tax Service Inc • Services-personal services • New York
THIS SIXTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT, dated as of the 7th day of February, 2011 (this “Amendment”), is entered into among JACKSON HEWITT TAX SERVICE INC., a Delaware corporation (the “Parent”), JACKSON HEWITT INC., a Virginia corporation (“Jackson Hewitt”), TAX SERVICES OF AMERICA, INC., a Delaware corporation (“Tax Services”), and HEWFANT INC., a Virginia corporation (“Hewfant” and collectively with the Parent, Jackson Hewitt and Tax Services, the “Borrowers” and each a “Borrower”), the Lenders (as defined in the hereinafter defined Credit Agreement) party hereto, and WELLS FARGO BANK, N.A., successor-by-merger to Wachovia Bank, National Association, as Administrative Agent for the Lenders.
SECOND AMENDED AND RESTATED MARKETING AGREEMENTMarketing Agreement • December 9th, 2009 • Jackson Hewitt Tax Service Inc • Services-personal services • New York
This Second Amended and Restated Marketing Agreement (the “Agreement”) dated as of November 16, 2009 is by and between Jackson Hewitt Inc. whose address is 3 Sylvan Way, Parsippany, New Jersey 07054 (“Company”) and MetaBank d/b/a Meta Payment Systems whose address is 5501 Broadband Lane, Sioux Falls, South Dakota 57108 (“Bank”). Each may be referred to as a “Party” or collectively as “Parties.” Capitalized terms not defined in the context of a provision of this Agreement have the meanings set forth in Article I.
THIRD AMENDMENT TO PROGRAM AGREEMENTProgram Agreement • March 17th, 2010 • Jackson Hewitt Tax Service Inc • Services-personal services
This THIRD AMENDMENT (“Third Amendment”) to the September 19th, 2007, Program Agreement as previously amended (the “Agreement”) by and between Republic Bank & Trust Company (“Republic”), a Kentucky banking corporation, and Jackson Hewitt Inc. (“JHI”), a Virginia corporation, is effective as of the 29th day of December, 2009.
and jackson hewitt inc. first amendment to note purchase agreement Dated as of January 7, 2005Note Purchase Agreement • March 16th, 2005 • Jackson Hewitt Tax Service Inc • Services-personal services • New York
Reference is made to the Note Purchase Agreement dated as of June 21, 2004 (the “Note Purchase Agreement”) by and among Jackson Hewitt Tax Service Inc., a Delaware corporation (the “Company”), Jackson Hewitt Inc., a Virginia corporation (the “Issuer”), and each of the institutional investors party thereto, under and pursuant to which, among other things, the Issuer originally issued and sold its Floating Rate Senior Notes due June 25, 2009 in an aggregate principal amount of $175,000,000 (the “Notes”), Terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Note Purchase Agreement.
FIRST AMENDMENT TO PROGRAM AGREEMENTProgram Agreement • December 10th, 2008 • Jackson Hewitt Tax Service Inc • Services-personal services
This FIRST AMENDMENT (“First Amendment”) to the September 19th, 2007, Program Agreement (the “Agreement”) by and between Republic Bank & Trust Company (“Republic”), a Kentucky banking corporation, and Jackson Hewitt Inc. (“JHI”), a Virginia corporation, is effective as of the 2nd day of December, 2008 (the “Effective Date”).
December 31, 2009 Douglas A. Burcombe Vice President Product Development Santa Barbara Bank & Trust Solana Beach, CA 92075SBBT and Jackson Hewitt Program and Technology Agreements • January 5th, 2010 • Jackson Hewitt Tax Service Inc • Services-personal services
RE: The SBBT and Jackson Hewitt Program and Technology Agreements and Amendments thereto and all Franchisee and Tax Preparer 2010 SBBT Bank Product Agreements (the “Your Existing Contract(s)”)
AMENDED AND RESTATED TECHNOLOGY SERVICES AGREEMENTTechnology Services Agreement • December 7th, 2007 • Jackson Hewitt Tax Service Inc • Services-personal services • New York
THIS AMENDED AND RESTATED TECHNOLOGY SERVICES AGREEMENT (“Agreement”) is made this 21 day of September, 2007 by and between Santa Barbara Bank & Trust (“SBBT”), a division of Pacific Capital Bank, N.A., a national banking association, with its principal office at 5770 Oberlin Drive, San Diego, CA, and Jackson Hewitt Technology Services LLC (“JHTSL”), a Delaware limited liability company, with its principal office at 501 N. Cattlemen Road, Suite 300, Sarasota, Florida 34232.
Kiosk License AgreementKiosk License Agreement • June 30th, 2008 • Jackson Hewitt Tax Service Inc • Services-personal services • Arkansas
Wal-Mart Stores East, LP, individually and only as to Stores (as defined below) owned, leased, or operated in AL, CT, DE, FL, GA, IN, KY, ME, MD, MA, MI, MS, MO, NH, NJ, NM, NY, NC, OH, OK, PA, RI, SC, TN, VT, VA, WI, WV; Wal-Mart Stores, Inc., individually and only as to Stores owned or leased in AK, AR, AZ, CA, CO, HI, ID, IL, IA, KS, MN, MT, NE, NV, ND, OR, SD, UT, WA, WY; Wal-Mart Louisiana, LLC, individually and only as to Stores owned or leased in Louisiana; and Wal-Mart Stores Texas, LLC, individually and only as to Stores owned or leased in Texas (each referred to as “Retailer” for purposes of this Kiosk License Agreement as it applies to the Store) and Jackson Hewitt Inc., operating Jackson Hewitt offices through its wholly owned subsidiaries, (“Licensee”) enter into this Kiosk License Agreement effective this 23rd day of June, 2008 (this “Agreement”) and agree as follows:
PROGRAM AGREEMENTProgram Agreement • March 17th, 2006 • Jackson Hewitt Tax Service Inc • Services-personal services • Delaware
This Program Agreement (“Agreement”) dated this 24 day of February, 2006, between JACKSON HEWITT INC., a Virginia corporation (“Jackson Hewitt”) with its principal place of business at 3 Sylvan Way, Parsippany, New Jersey 07054, HSBC TAXPAYER FINANCIAL SERVICES INC., a Delaware corporation, with offices located at 90 Christiana Road, New Castle, Delaware (“HSBC”) and BENEFICIAL FRANCHISE COMPANY, INC., a Delaware corporation and an affiliate of HSBC, with its principal offices located at 90 Christiana Road, New Castle, Delaware (“Beneficial Franchise”).
LEASING OPERATIONS SUPPLIER AGREEMENT (PRODUCTS AND/OR SERVICES)Leasing Operations Supplier Agreement • April 20th, 2004 • Jackson Hewitt Tax Service Inc • Services-personal services • Arkansas
This Agreement is entered into and effective as of April 8, 2004, between Wal*Mart Stores, Inc. of Bentonville, Arkansas (“Wal*Mart”) and Jackson Hewitt Inc. (677-002), of Parsippany, New Jersey (“Supplier”). Wal*Mart agrees to provide space in its stores for the provision of Supplier’s tax preparation services and services and products related to tax preparation, such as electronic filing, warranty products, and products that enable customers to receive the proceeds of their tax refund more quickly or through means other than by check (the “Services”), and Supplier agrees to provide service and commissions to Wal*Mart, subject to and in accordance with the following terms and conditions (the “Promotion”):
LEASING OPERATIONS SUPPLIER AGREEMENT (PRODUCTS AND/OR SERVICES)Leasing Operations Supplier Agreement • July 14th, 2006 • Jackson Hewitt Tax Service Inc • Services-personal services • Arkansas
This Agreement is entered into and effective as of April 1, 2006, between Wal*Mart Stores, Inc. of Bentonville, Arkansas (“Wal*Mart”) and Jackson Hewitt Inc. (677-002), of Parsippany, New Jersey (“Supplier”). Wal*Mart agrees to provide space in its stores for the operation of a Jackson Hewitt Tax Service® business providing tax preparation services and related products and services, such as the facilitation of financial products (the “Services”), and Supplier agrees to provide service and commissions to Wal*Mart, subject to and in accordance with the following terms and conditions (the “Promotion”):
SEVENTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • May 2nd, 2011 • Jackson Hewitt Tax Service Inc • Services-personal services • New York
THIS SEVENTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT, dated as of the 29th day of April, 2011 (this “Amendment”), is entered into among JACKSON HEWITT TAX SERVICE INC., a Delaware corporation (the “Parent”), JACKSON HEWITT INC., a Virginia corporation (“Jackson Hewitt”), TAX SERVICES OF AMERICA, INC., a Delaware corporation (“Tax Services”), and HEWFANT INC., a Virginia corporation (“Hewfant” and collectively with the Parent, Jackson Hewitt and Tax Services, the “Borrowers” and each a “Borrower”), the Lenders (as defined in the hereinafter defined Credit Agreement) party hereto, and WELLS FARGO BANK, N.A., successor-by-merger to Wachovia Bank, National Association, as Administrative Agent for the Lenders.
