QUIPT HOME MEDICAL CORP. STOCK OPTION AGREEMENT (For U.S. Participants)Stock Option Agreement • July 13th, 2021 • Quipt Home Medical Corp. • Services-misc health & allied services, nec • British Columbia
Quipt Home Medical Corp. (the “Company”) has granted to the Participant named in the Notice of Grant of Stock Option (the “Grant Notice”) to which this Stock Option Agreement (the “Option Agreement”) is attached an option (the “Option”) to purchase certain common shares in the capital of the Company (the “Common Shares”) upon the terms and conditions set forth in the Grant Notice and this Option Agreement. The Option has been granted pursuant to and shall in all respects be subject to the terms and conditions of the Quipt Home Medical Corp. 2021 Equity Incentive Plan (the “Plan”), as amended to the Date of Grant, the provisions of which are incorporated herein by reference. By signing the Grant Notice, the Participant: (a) acknowledges receipt of, and represents that the Participant has read and is familiar with, the Grant Notice, this Option Agreement, the Plan and a prospectus for the Plan prepared in connection with the registration with the Securities and Exchange Commission of sha
MEMBERSHIP INTEREST PURCHASE AGREEMENT BY AND AMONG GREAT ELM HEALTHCARE, LLC, THE SELLERS NAMED HEREIN, GREAT ELM DME HOLDINGS, INC., AS SELLERS’ REPRESENTATIVE, QHM HOLDINGS INC., AND, SOLELY FOR PURPOSES OF SECTIONS 2.7 AND 9.17, QUIPT HOME MEDICAL...Membership Interest Purchase Agreement • January 24th, 2023 • Quipt Home Medical Corp. • Services-misc health & allied services, nec • New York
THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”) dated as of January 3, 2023, by and among (i) Great Elm Healthcare, LLC, a Delaware limited liability company (the “Company”), (ii) Great Elm DME Holdings, Inc., a Delaware corporation (“DME Holdings”), Great Elm DME, Inc., a Delaware corporation (“DME”), Corbel Capital Partners SBIC, L.P., a Delaware limited partnership (“Corbel”), and Valley Healthcare Group, LLC, an Arizona limited liability company (“VHG” and, together with DME Holdings, DME and Corbel, each a “Seller” and, collectively, the “Sellers”), (iii) DME Holdings, in its capacity as the Sellers’ Representative (the “Sellers’ Representative”), (iv) QHM Holdings Inc., a Delaware corporation (the “Purchaser”) and, solely for purposes of Sections 2.7 and 9.17, (v) QUIPT Home Medical Corp., a company amalgamated under the laws of the Province of British Columbia (“Parent”). Throughout the remainder of this Agreement, the Purchaser, the Company and the Sellers shall
PURCHASE AGREEMENTPurchase Agreement • May 14th, 2021 • Protech Home Medical Corp. • Kentucky
THIS PURCHASE AGREEMENT (this “Agreement”) is made as of December 1, 2019 (“Effective Date”) by and among PHM Logistics Corporation, a corporation incorporated under the laws of Delaware (“Buyer”), Acadia Medical Supply, Inc., a corporation incorporated under the laws of Maine (“Company”), and Scott A. Clark and Stephen L. Clark, individuals (the “Shareholders” and, together with the Company, the “Sellers” or “Seller Parties”).
QUIPT HOME MEDICAL CORP. RESTRICTED STOCK UNITS AGREEMENTRestricted Stock Units Agreement • July 16th, 2021 • Quipt Home Medical Corp. • Services-misc health & allied services, nec • British Columbia
Quipt Home Medical Corp. has granted to the Participant named in the Notice of Grant of Restricted Stock Units (the “Grant Notice”) to which this Restricted Stock Units Agreement (the “Agreement”) is attached an Award consisting of Restricted Stock Units (each a “Unit”) subject to the terms and conditions set forth in the Grant Notice and this Agreement. The Award has been granted pursuant to and shall in all respects be subject to the terms and conditions of the Quipt Home Medical Corp. 2021 Equity Incentive Plan (the “Plan”), as amended to the Date of Grant, the provisions of which are incorporated herein by reference. By signing the Grant Notice, the Participant: (a) acknowledges receipt of and represents that the Participant has read and is familiar with the Grant Notice, this Agreement, the Plan and a prospectus for the Plan prepared in connection with the registration with the Securities and Exchange Commission of the common shares in the capital of the Company (the “Common Share
CREDIT AGREEMENTCredit Agreement • May 14th, 2021 • Protech Home Medical Corp. • New York
THIS CREDIT AGREEMENT is dated as of September 18, 2020 (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) by and among PHM LOGISTICS CORPORATION, a Delaware corporation (“Logistics”), and each of the Persons signatory hereto and named on Schedule 1 hereto as a Borrower (each a “Borrower” and, collectively, the “Borrowers”), PHM SERVICES INC., a Delaware corporation (the “Parent”), as a Guarantor, and each of the Persons signatory hereto and named on Schedule 1 hereto as a Guarantor, the financial institutions from time to time party hereto as lenders (each, a “Lender” and collectively the “Lenders”) and CIT BANK, N.A., a national banking association, in its capacity as administrative agent for Lenders (together with its successors and assigns, “Administrative Agent”).
UNDERWRITING AGREEMENTUnderwriting Agreement • May 14th, 2021 • Protech Home Medical Corp. • Ontario
ContractFirst Supplemental Indenture • May 25th, 2021 • Quipt Home Medical Corp. • Services-misc health & allied services, nec
FIRST SUPPLEMENTAL INDENTURE, dated as of May 13, 2021 (the “First Supplemental Indenture”), between Quipt Home Medical Corp. (formerly, Protech Home Medical Corp.) (the “Corporation”), a corporation existing under the Business Corporations Act (British Columbia), and Computershare Trust Company of Canada, a trust company existing under the laws of Canada and authorized to carry on business in all provinces of Canada, as warrant agent (the “Warrant Agent”).
QUIPT HOME MEDICAL CORP. US$40,000,000 Equity Distribution AgreementEquity Distribution Agreement • May 16th, 2023 • Quipt Home Medical Corp. • Services-misc health & allied services, nec • New York
Quipt Home Medical Corp., a company existing under the Business Corporations Act (British Columbia) (the “Company”), confirms its agreement (this “Agreement”) with Canaccord Genuity LLC and Canaccord Genuity Corp. (collectively, “Canaccord”) and Beacon Securities Limited (“Beacon” and together with Canaccord, the “Joint Agents” or the “Agents”, and each, an “Agent”), to issue and sell common shares of the Company upon and subject to the terms and conditions contained herein. The obligations of the Agents under this Agreement are several and not joint, nor joint and several and no Agent shall be liable for any act, omission, default or conduct by any of the other Agents.
AMENDMENT NO. 1 TO amended and restated CREDIT AND GUARANTY AGREEMENT AND limited consentCredit and Guaranty Agreement • January 24th, 2023 • Quipt Home Medical Corp. • Services-misc health & allied services, nec • New York
THIS AMENDMENT NO. 1 TO amended and restated CREDIT AND GUARANTY AGREEMENT AND limited consent (this “Amendment”), effective as of January 3, 2023 (the “Effective Date”), is made by and among CIT BANK, a division of FIRST-CITIZENS BANK & TRUST COMPANY (“Administrative Agent”), each of the financial entities set forth on the signature pages hereto constituting all the Lenders under the Credit Agreement (as defined below), QHM HOLDINGS INC., a Delaware corporation (the “Borrower”), and each of the entities set forth on the signature pages hereto as “Guarantors” (the “Guarantors”).
