AMENDED AND RESTATED INDEMNIFICATION AGREEMENTIndemnification Agreement • August 27th, 2014 • Civitas Solutions, Inc. • Services-home health care services • Delaware
THIS AMENDED AND RESTATED INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of August , 2014 between Civitas Solutions, Inc. (formerly, NMH Holdings, Inc.), a Delaware corporation (the “Company”), and [name] (“Indemnitee”). The obligations of the Company hereunder are guaranteed by National Mentor Holdings, Inc., a Delaware corporation, on the terms and conditions set forth on the signature page hereto.
Number of shares] CIVITAS SOLUTIONS, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • August 27th, 2014 • Civitas Solutions, Inc. • Services-home health care services • New York
Civitas Solutions, Inc., a Delaware corporation (formerly known as NMH Holdings, Inc.) (the “Company”), proposes to sell [—] shares (the “Firm Stock”) of the Company’s common stock, par value $0.01 per share (the “Common Stock). In addition, NMH Investment, LLC, a Delaware limited liability company (the “Selling Stockholder”) proposes to grant to the underwriters (the “Underwriters”) named in Schedule I attached to this agreement (this “Agreement”) an option to purchase up to an aggregate of [—] additional shares of the Common Stock on the terms set forth in Section 3 (the “Option Stock”). The Firm Stock and the Option Stock, if purchased, are hereinafter collectively called the “Stock”. This Agreement is to confirm the agreement concerning the purchase of the Stock from the Company and the Selling Stockholder by the Underwriters.
CIVITAS SOLUTIONS, INC. REGISTRATION RIGHTS AGREEMENT SEPTEMBER [—], 2014Registration Rights Agreement • August 27th, 2014 • Civitas Solutions, Inc. • Services-home health care services • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of September [—], 2014, between Civitas Solutions, Inc., a Delaware corporation (the “Company”), and NMH Investment, LLC, a Delaware limited liability company (“Holdings”). Except as otherwise specified herein, all capitalized terms used in this Agreement are defined in Section 1. This Agreement shall become effective (the “Effective Date”) upon the closing of the Company’s initial public offering of shares of its common stock, par value $0.01 per share (the “Common Stock”).
DIRECTOR NOMINATING AGREEMENTDirector Nominating Agreement • August 27th, 2014 • Civitas Solutions, Inc. • Services-home health care services • Delaware
THIS DIRECTOR NOMINATING AGREEMENT (this “Agreement”) is made and entered into as of September , 2014, by and among Civitas Solutions, Inc., a Delaware corporation (the “Company”), and NMH Investment, LLC, a Delaware limited liability company (“NMH Investment”).
