WHITEGLOVE HOUSE CALL HEALTH, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • May 2nd, 2011 • Whiteglove House Call Health Inc • Delaware
This Indemnification Agreement (“Agreement”) is effective as of [ , 2011], by and between WhiteGlove House Call Health, Inc., a Delaware corporation (the “Company”), and [ ] (“Indemnitee”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • May 2nd, 2011 • Whiteglove House Call Health Inc • Texas
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into this [ ] day of [ ], 20[ ] by and among Whiteglove House Call Health, Inc., a Texas corporation (the “Company”) and [ ] (“Indemnitee”).
WHITEGLOVE HOUSE CALL HEALTH, INC. 2,500,000 Shares of Common Stock $0.0001 par value per share UNDERWRITING AGREEMENTUnderwriting Agreement • July 27th, 2011 • Whiteglove Health Inc • Services-health services • New York
WhiteGlove House Call Health, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions contained in this Underwriting Agreement (this “Agreement”), to issue and sell up to an aggregate of 2,500,000 shares of common stock (the “Firm Shares”), par value $0.0001 per share (the “Common Stock”), to you and the other underwriters (the “Underwriters”) named on Schedule 5 to this Agreement, for whom you are acting as Representative (the “Representative”) in a public offering. The stockholders of the Company named in Schedule 2 attached hereto (the “Selling Stockholders”) propose, severally and not jointly and subject to the terms and conditions stated herein, to grant to the Underwriters an option to purchase up to an aggregate of 375,000 shares of Common Stock (the “Over-allotment Option” and such shares, the “Option Shares”) for the purpose of covering over-allotments in connection with the sale of the Firm Shares. The Firm Shares and Option Shares are here
WHITEGLOVE HEALTH, INC. INDEPENDENT NON-EMPLOYEE DIRECTOR STOCK ISSUANCE AGREEMENTStock Issuance Agreement • June 6th, 2011 • Whiteglove House Call Health Inc • Services-health services • Delaware
AGREEMENT made as of this day of , 20 by and between WhiteGlove Health, Inc., a Delaware corporation (the “Company”), and , Participant in the Company’s 2011 Equity Incentive Plan (“Participant”).
PROMISSORY NOTEPromissory Note • May 2nd, 2011 • Whiteglove House Call Health Inc • Texas
This Promissory Note (this “Note”) is made and entered into in favor of ENHANCED CAPITAL TEXAS FUND II, LLC (“Purchaser”) pursuant to that certain Note Purchase Agreement dated February 14, 2011 (the “Note Purchase Agreement”) entered into by and between Purchaser, Enhanced Capital Texas Fund, L.P. and WHITEGLOVE HOUSE CALL HEALTH, INC., a Texas corporation (the “Company”).
BUY-SELL AGREEMENTBuy-Sell Agreement • May 2nd, 2011 • Whiteglove House Call Health Inc • Texas
This Buy-Sell Agreement (the “Agreement”) relates to and governs certain ownership interests in Whiteglove House Call Health, Inc., a corporation organized under and governed by the laws of the state of Texas (the “Company”), and is made and entered into as of the 13th day of June, 2007 (the “Effective Date”) by and among the Company and individuals Robert Fabbio and William Rice, MD (each individually referred to as an “Owner” and both together collectively referred to as the “Owners”).
Medical Group Participation AgreementMedical Group Participation Agreement • July 22nd, 2011 • Whiteglove Health Inc • Services-health services • Texas
This Agreement is entered into by and between United HealthCare Insurance Company, contracting on behalf of itself, United HealthCare of Texas, inc., PacifiCare of Texas, Inc., Evercare of Texas, LLC, and the other entities that are United’s Affiliates (collectively referred to as “United”) and WhiteGlove Health, Inc. (“Medical Group”).
PHYSICIAN PARTICIPATION AGREEMENT COVER SHEETPhysician Participation Agreement • July 22nd, 2011 • Whiteglove Health Inc • Services-health services • Texas
This Physician Participation Agreement (“Agreement”) is made and entered into by and between the party named on the signature page below (hereinafter referred to as “Physician”) and Humana Insurance Company, Humana Health Plan of Texas, Inc., and their affiliates that underwrite or administer health plans (hereinafter referred to as “Humana”).
MEDICAL OVERSIGHT AND SUPERVISOR AGREEMENTMedical Oversight and Supervisor Agreement • May 2nd, 2011 • Whiteglove House Call Health Inc • Texas
THIS MEDICAL OVERSIGHT AGREEMENT (this “Agreement”) is entered into this 1st day of October, 2010, by and between WhiteGlove House Call Health, Inc., a Texas corporation (“Company”), and Kurt Berneburg, D.O. (“Physician”)
ContractService Agreement • May 2nd, 2011 • Whiteglove House Call Health Inc • Texas
[****] Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions.
March 2, 2011 Enhanced Equity Fund, II, L.P. Attn: Malcolm T. Kostuchenko New York, NY 10022 EEF II Co-Invest LLC Attn: Malcolm T. Kostuchenko New York, NY 10022 Re: Management Rights AgreementManagement Rights Agreement • May 2nd, 2011 • Whiteglove House Call Health Inc
This agreement will confirm that pursuant to, and effective upon, the purchase of 2,316,477 shares of Series D Convertible Preferred Stock of Whiteglove House Call Health, Inc. (the “Company”) by Enhanced Equity Fund, II, L.P. and EEF II Co-Invest LLC (collectively, “Investor”), Investor will be entitled to the following contractual management rights, in addition to rights to nonpublic financial information, inspection rights, and other rights specifically provided to all investors in the Series D Preferred Stock financing:
MEDICAL DIRECTOR AGREEMENTMedical Director Agreement • May 2nd, 2011 • Whiteglove House Call Health Inc • Texas
THIS MEDICAL DIRECTOR AGREEMENT (this “Agreement”) is entered into this 28th day of January, 2011 (the “Effective Date”), by and between WhiteGlove House Call Health, Inc., a Texas corporation (“Company”), and Kurt Berneburg, D.O. (“Physician”)
WHITEGLOVE HOUSE CALL HEALTH, INC. THIRD AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT March 2, 2011Investors’ Rights Agreement • May 2nd, 2011 • Whiteglove House Call Health Inc • Texas
THIS THIRD AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (the “Agreement”) is made as of March 2, 2011 by and among Whiteglove House Call Health, Inc., a Texas corporation (the “Company”), and the holders of the Company’s Preferred Stock listed on Schedule I hereto (each, an “Investor” and collectively, the “Investors”).
WHITEGLOVE HOUSE CALL HEALTH, INC. THIRD AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENTRight of First Refusal and Co-Sale Agreement • May 2nd, 2011 • Whiteglove House Call Health Inc • Texas
THIS THIRD AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT (the “Agreement”) is made as of March 2, 2011 by and among Whiteglove House Call Health, Inc., a Texas corporation (the “Company”), the persons listed on Schedule I hereto (each, an “Investor” and collectively, the “Investors”) and the persons listed on Schedule II hereto (each, a “Common Shareholder” and collectively, the “Common Shareholders”). The Investors and Common Shareholders are sometimes referred to herein individually as a “Shareholder” and collectively as the “Shareholders.”
TERMINATION OF MEDICAL DIRECTOR AGREEMENTTermination of Medical Director Agreement • May 2nd, 2011 • Whiteglove House Call Health Inc • Texas
This Agreement is made this 7 day of February, 2011, in Austin, Texas, by and between WhiteGlove House Call Health, Inc., a Texas corporation (“Company”), and William Rice, M.D. (“Physician”), together the “Parties”.
MEDICAL DIRECTOR AGREEMENTMedical Director Agreement • May 2nd, 2011 • Whiteglove House Call Health Inc • Texas
THIS MEDICAL DIRECTOR AGREEMENT (this “Agreement”) is entered into this 18th day of June, 2007 (the “Effective Date”), by and between WhiteGlove House Call Health, Inc., a Texas corporation (“Company”), and William Rice, M.D. (“Physician”)
WHITEGLOVE HOUSE CALL HEALTH, INC. THIRD AMENDED AND RESTATED VOTING AGREEMENTVoting Agreement • May 2nd, 2011 • Whiteglove House Call Health Inc • Texas
THIS THIRD AMENDED AND RESTATED VOTING AGREEMENT (the “Agreement”) is made as of March 2, 2011, by and among Whiteglove House Call Health, Inc., a Texas corporation (the “Company”), the parties listed as “Investors” on Schedule I hereto (each, an “Investor” and collectively, the “Investors”), and each of the parties listed as “Common Shareholders” on Schedule II hereto (each, a “Common Shareholder” and collectively, the “Common Shareholders”). The Investors and Common Shareholders are sometimes referred to herein individually as a “Shareholder” and collectively as the “Shareholders.”
LEASE AGREEMENTLease Agreement • August 2nd, 2011 • Whiteglove Health Inc • Services-health services • Texas
This Exhibit D-Leasehold Improvements (this “Exhibit”) is a part of the Lease to which this Exhibit is attached. Capitalized terms not defined in this Exhibit shall have the meanings set forth for such terms in the Lease.
BASIC LEASE INFORMATIONLease Agreement • May 2nd, 2011 • Whiteglove House Call Health Inc • Sutton
February 5, 2010 Hidden Lion Partners I, LLC Attn: Mark Sherman San Francisco, CA 94123 Re: Management Rights AgreementManagement Rights Agreement • May 2nd, 2011 • Whiteglove House Call Health Inc
This agreement will confirm that pursuant to, and effective upon, the purchase of 1,532,050 shares of Series C Convertible Preferred Stock of Whiteglove House Call Health, Inc. (the “Company”) by Hidden Lion Partners I, LLC and its affiliates (“Investor”), Investor will be entitled to the following contractual management rights, in addition to rights to nonpublic financial information, inspection rights, and other rights specifically provided to all investors in the Series C Preferred Stock financing:
WHITEGLOVE HOUSE CALL HEALTH, INC. 2,500,000 Shares of Common Stock $0.0001 par value per share UNDERWRITING AGREEMENTUnderwriting Agreement • June 6th, 2011 • Whiteglove House Call Health Inc • Services-health services • New York
WhiteGlove House Call Health, Inc., a Delaware corporation (the “Company”), proposes to issue and sell up to an aggregate of 2,500,000 shares of common stock (the “Firm Shares”), par value $0.0001 per share (the “Common Stock”), to investors (collectively, the “Investors”) in a public offering. The stockholders of the Company named in Schedule II attached hereto (the “Selling Stockholders”) propose, severally and not jointly and subject to the terms and conditions stated herein, to grant to the Underwriters an option to purchase up to an aggregate of 375,000 shares of Common Stock (the “Over-allotment Option” and such shares, the “Option Shares”). The Firm Shares and Option Shares are herein called the “Shares.” The Company desires to engage you as Underwriters (the “Underwriters”) in connection with such issuance and sale of the Firm Shares. The Shares are more fully described in the Registration Statement (as hereinafter defined).
GROUP PARTICIPATION AGREEMENT COVER SHEETGroup Participation Agreement • July 22nd, 2011 • Whiteglove Health Inc • Services-health services
This Group Participation Agreement (hereinafter referred to as “Agreement”) is made and entered into by and between the party named on the signature page below (hereinafter referred to as “Group”) and Health Value Management, Inc-d/b/a ChoiceCare Network (hereinafter referred to as “ChoiceCare”).
EMPLOYMENT AGREEMENTEmployment Agreement • June 6th, 2011 • Whiteglove House Call Health Inc • Services-health services • Texas
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of April 26, 2007, by and between WHlTEGLOVE HOUSE CALL HEALTH, Inc., a Texas corporation (the “Company”), and Robert A. Fabbio, an individual (the “Executive”).
NOTE PURCHASE AGREEMENT BY AND AMONG WHITEGLOVE HOUSE CALL HEALTH, INC., AS COMPANY AND ENHANCED CAPITAL TEXAS FUND, L.P., AND ENHANCED CAPITAL TEXAS FUND II, LLC, AS PURCHASERS AS OF FEBRUARY 14, 2011Note Purchase Agreement • May 2nd, 2011 • Whiteglove House Call Health Inc • Texas
THIS NOTE PURCHASE AGREEMENT is entered into as of February 14, 2011 (the “Effective Date”), by and among WHITEGLOVE HOUSE CALL HEALTH, INC., a Texas corporation (the . “Company”), ENHANCED CAPITAL TEXAS FUND, L.P., a Texas limited partnership (“Fund I”) and ENHANCED CAPITAL TEXAS FUND II, LLC, a Texas limited liability company (“Fund II” and Fund I are each a “Purchaser” and collectively, the “Purchasers”). The Company and Purchasers are sometimes referred to in this Agreement individually as a “Party” and collectively as the “Parties.”
GROUP PARTICIPATION AGREEMENT COVER SHEETGroup Participation Agreement • May 2nd, 2011 • Whiteglove House Call Health Inc
This Group Participation Agreement (hereinafter referred to as “Agreement”) is made and entered into by and between the party named on the signature page below (hereinafter referred to as “Group”) and Health Value Management, Inc-d/b/a ChoiceCare Network (hereinafter referred to as “ChoiceCare”).
