AMENDMENT No. 1 TO JOINT FILING AGREEMENT

Exhibit 99.24

AMENDMENT No. 1 TO JOINT FILING AGREEMENT

This AMENDMENT No. 1 TO JOINT FILING AGREEMENT (this “Amendment”) is entered into as of November 7, 2017, by and among Xxxx X. Xxxxxx Living Trust, Exempt Xxxx X. Xxxxxx Living Trust, Xxxxxx Marital Trust, Xxxx X. Xxxxxx Grantor Retained Annuity Trust 609/4, Xxxx X. Xxxxxx Grantor Retained Annuity Trust 609/7, Xxxx X. Xxxxxx Grantor Retained Annuity Trust 1209/3, Xxxx X. Xxxxxx Grantor Retained Annuity Trust 1209/4, Xxxx X. Xxxxxx Grantor Retained Annuity Trust 610/4, Xxxx X. Xxxxxx Grantor Retained Annuity Trust 610/5, Xxxx X. Xxxxxx Grantor Retained Annuity Trust 1210/4, Xxxx X. Xxxxxx Grantor Retained Annuity Trust 811/3, Xxxx X. Xxxxxx Grantor Retained Annuity Trust 812/3, the Estate of Xxxx X. Xxxxxx, Xxxxxxx Family Trust, Xxxxxx and Xxxx Xxxxxxxx 2012 Trust, Xxxxxxx Xxxxxxx and Xxxxxx Xxxxxxxx (each, a “Party” and, collectively, the “Parties”).

WHEREAS, certain of the Parties are holders, of record or beneficial, of shares of Common Stock, par value $0.001 per share (the “Common Stock”), of Xxxxxx Healthcare, Inc., a Delaware corporation (the “Company”);

WHEREAS, the Parties have entered into that certain Joint Filing Agreement, dated as of October 24, 2017 (the “Joint Filing Agreement”), pursuant to which the Parties have agreed, among other things, to jointly file statements on Schedule 13D with respect to the Common Stock and other securities of the Company, to the extent required by applicable law; and

WHEREAS, on November 7, 2017, all of the shares of Common Stock held by the Xxxxxx Marital Trust were distributed to revocable living trusts established by the beneficiaries of the Xxxxxx Marital Trust and, following such distribution, the Xxxxxx Marital Trust no longer holds any shares of Common Stock or other securities of the Company, as disclosed in Amendment No. 1 to the Schedule 13D filed by the Parties on November 7, 2017.

NOW, THEREFORE, the Parties hereby agree as follows:

1.             Amendment No. 1 to the Schedule 13D shall constitute the exit filing of the Xxxxxx Marital Trust.  The Xxxxxx Marital Trust shall cease to be a party to the Joint Filing Agreement, effective as of the date hereof.

2.             Except as expressly set forth herein, all of the terms and provisions of the Joint Filing Agreement shall remain in full force and effect.

3.             This Amendment shall be governed by and construed in accordance with the laws of the State of California.

4.             This Amendment may be executed in counterparts, each of which shall be deemed an original and all of which, taken together, shall constitute but one and the same instrument, which may be sufficiently evidenced by one counterpart.

[Signature page follows]

IN WITNESS WHEREOF, the Parties hereto have caused this Amendment to be executed as of the day and year first above written.

	Xxxx X. Xxxxxx Living Trust
	By:	/s/ Xxxxxxx Xxxxxxx
		Name:	Xxxxxxx Xxxxxxx
		Title:	Trustee
	By:	/s/ Xxxxxxx Xxxxxxx
		Name:	Xxxxxx Xxxxxxxx
		Title:	Trustee
	Exempt Xxxx X. Xxxxxx Living Trust
	By:	/s/ Xxxxxxx Xxxxxxx
		Name:	Xxxxxxx Xxxxxxx
		Title:	Trustee
	By:	/s/ Xxxxxxx Xxxxxxx
		Name:	Xxxxxx Xxxxxxxx
		Title:	Trustee
	Xxxxxx Marital Trust
	By:	/s/ Xxxxxxx Xxxxxxx
		Name:	Xxxxxxx Xxxxxxx
		Title:	Trustee
	By:	/s/ Xxxxxx Xxxxxxxx
		Name:	Xxxxxx Xxxxxxxx
		Title:	Trustee
	Xxxx X. Xxxxxx Grantor Retained Annuity Trust 609/4
	By:	/s/ Xxxxxxx Xxxxxxx
		Name:	Xxxxxxx Xxxxxxx
		Title:	Trustee
	By:	/s/ Xxxxxx Xxxxxxxx
		Name:	Xxxxxx Xxxxxxxx
		Title:	Trustee

	Xxxx X. Xxxxxx Grantor Retained Annuity Trust 609/7
	By:	/s/ Xxxxxxx Xxxxxxx
		Name:	Xxxxxxx Xxxxxxx
		Title:	Trustee
	By:	/s/ Xxxxxx Xxxxxxxx
		Name:	Xxxxxx Xxxxxxxx
		Title:	Trustee
	Xxxx X. Xxxxxx Grantor Retained Annuity Trust 1209/3
	By:	/s/ Xxxxxxx Xxxxxxx
		Name:	Xxxxxxx Xxxxxxx
		Title:	Trustee
	By:	/s/ Xxxxxx Xxxxxxxx
		Name:	Xxxxxx Xxxxxxxx
		Title:	Trustee
	Xxxx X. Xxxxxx Grantor Retained Annuity Trust 1209/4
	By:	/s/ Xxxxxxx Xxxxxxx
		Name:	Xxxxxxx Xxxxxxx
		Title:	Trustee
	By:	/s/ Xxxxxx Xxxxxxxx
		Name:	Xxxxxx Xxxxxxxx
		Title:	Trustee
	Xxxx X. Xxxxxx Grantor Retained Annuity Trust 610/4
	By:	/s/ Xxxxxxx Xxxxxxx
		Name:	Xxxxxxx Xxxxxxx
		Title:	Trustee
	By:	/s/ Xxxxxx Xxxxxxxx
		Name:	Xxxxxx Xxxxxxxx
		Title:	Trustee

	Xxxx X. Xxxxxx Grantor Retained Annuity Trust 610/5
	By:	/s/ Xxxxxxx Xxxxxxx
		Name:	Xxxxxxx Xxxxxxx
		Title:	Trustee
	By:	/s/ Xxxxxx Xxxxxxxx
		Name:	Xxxxxx Xxxxxxxx
		Title:	Trustee
	Xxxx X. Xxxxxx Grantor Retained Annuity Trust 1210/4
	By:	/s/ Xxxxxxx Xxxxxxx
		Name:	Xxxxxxx Xxxxxxx
		Title:	Trustee
	By:	/s/ Xxxxxx Xxxxxxxx
		Name:	Xxxxxx Xxxxxxxx
		Title:	Trustee
	Xxxx X. Xxxxxx Grantor Retained Annuity Trust 811/3
	By:	/s/ Xxxxxxx Xxxxxxx
		Name:	Xxxxxxx Xxxxxxx
		Title:	Trustee
	By:	/s/ Xxxxxx Xxxxxxxx
		Name:	Xxxxxx Xxxxxxxx
		Title:	Trustee
	Xxxx X. Xxxxxx Grantor Retained Annuity Trust 812/3
	By:	/s/ Xxxxxxx Xxxxxxx
		Name:	Xxxxxxx Xxxxxxx
		Title:	Trustee
	By:	/s/ Xxxxxx Xxxxxxxx
		Name:	Xxxxxx Xxxxxxxx
		Title:	Trustee

	Estate of Xxxx X. Xxxxxx
	By:	/s/ Xxxxxxx Xxxxxxx
		Name:	Xxxxxxx Xxxxxxx
		Title:	Executor
	Xxxxxxx Family Trust
	By:	/s/ Xxxxxxx Xxxxxxx
		Name:	Xxxxxxx Xxxxxxx
		Title:	Trustee
	Xxxxxx and Xxxx Xxxxxxxx 2012 Trust
	By:	/s/ Xxxxxx Xxxxxxxx
		Name:	Xxxxxx Xxxxxxxx
		Title:	Trustee
	By:	/s/ Xxxx Xxxxxxxx
		Name:	Xxxx Xxxxxxxx
		Title:	Trustee
	Xxxxxxx Xxxxxxx
	/s/ Xxxxxxx Xxxxxxx
	Xxxxxxx Xxxxxxx
	Xxxxxx Xxxxxxxx
	/s/ Xxxxxx Xxxxxxxx
	Xxxxxx Xxxxxxxx