0001047469-12-009502 Sample Contracts

FRANCHISE AGREEMENT EXHIBIT B
Franchise Agreement • October 15th, 2012 • JTH Holding, Inc. • Services-personal services
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INCENTIVE STOCK OPTION AGREEMENT FOR EMPLOYEES via JTH HOLDING, INC.
Incentive Stock Option Agreement for Employees • October 15th, 2012 • JTH Holding, Inc. • Services-personal services • Delaware

Whereas, as of (“Date of Grant”), pursuant to the terms and conditions of the JTH Holding, Inc. 2011 Equity and Cash Incentive Plan (“Plan”), the Board of Directors of the Company authorized the grant to the Employee of an option (“Option”) to purchase a certain number of shares of the authorized but unissued Class A Common stock of the Company, par value of $0.01 per share, upon the terms and conditions set forth in this Agreement and subject to the terms of the Plan; and

AREA DEVELOPER AGREEMENT EXHIBIT B
Area Developer Agreement • October 15th, 2012 • JTH Holding, Inc. • Services-personal services

WHEREAS, JTH Tax, Inc. d/b/a Liberty Tax Service (“Liberty”) franchises a system for the operation of tax return preparation offices (the “Franchise”); and

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