CREDIT AGREEMENT dated as of February 28, 2020 among THE JOINT CORP. The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent JPMORGAN CHASE BANK, N.A., as Sole Bookrunner and Sole Lead ArrangerCredit Agreement • March 3rd, 2020 • JOINT Corp • Patent owners & lessors • Illinois
CREDIT AGREEMENT dated as of February 28, 2020 (as it may be amended or modified from time to time, this “Agreement”), among THE JOINT CORP., as Borrower, the other Loan Parties party hereto, the Lenders party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • March 3rd, 2020 • JOINT Corp • Patent owners & lessors • Illinois
THIS PLEDGE AND SECURITY AGREEMENT (as it may be amended, restated, supplemented or otherwise modified from time to time, this “Security Agreement”) is entered into as of February 28, 2020 by and among THE JOINT CORP., a Delaware corporation (the “Borrower”), and any additional entities which become parties to this Security Agreement by executing a Security Agreement Supplement hereto in substantially the form of Annex I hereto (such additional entities, together with Borrower, each a “Grantor”, and collectively, the “Grantors”), and JPMorgan Chase Bank, N.A., in its capacity as administrative agent (the “Administrative Agent”), for the Lenders party to the Credit Agreement referred to below.
TERM A LOAN NOTETerm Loan Note • March 3rd, 2020 • JOINT Corp • Patent owners & lessors
This Term A Loan note (the “Note”) is issued pursuant to the Credit Agreement, dated as of the date hereof, among the Borrower, the Lenders party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent, (as amended, restated or otherwise modified and as from time to time in effect, the “Credit Agreement”), and is entitled to the benefits thereof and of the other Loan Documents. This Note is subject to voluntary and mandatory prepayment prior to the Term A Maturity Date, in whole or in part, as provided in Section 2.11 of the Credit Agreement.
REVOLVING LOAN NOTERevolving Loan Note • March 3rd, 2020 • JOINT Corp • Patent owners & lessors
FOR VALUE RECEIVED, the undersigned THE JOINT CORP., a Delaware corporation (herein, together with its successors and assigns, the “Borrower”), hereby promises to pay to JPMORGAN CHASE BANK, N.A. (the “Lender”) or its registered assignees, in lawful money of the United States of America and in immediately available funds, at 10 South Dearborn, Floor L2, Suite IL1-1145, Chicago, Illinois 60603-2300, the principal sum of TWO MILLION AND 00/100 DOLLARS ($2,000,000.00) or, if less, the then unpaid principal amount of all Revolving Loans (such term and certain other terms used herein without definition shall have the meanings ascribed thereto in the Credit Agreement referred to below), made by the Lender (or any of its predecessors in interest with respect hereto) to the Borrower pursuant to the Credit Agreement, on the Revolving Credit Maturity Date.
