Exhibit 10.7

Memorandum of Understanding – The Joint Corp. and John Richards – December 13, 2013

(Capitalized Terms used here without definition have the same meaning as in the Restricted Stock Award Agreement between The Joint Corp. and John B. Richards dated December __, 2013 (the “SAA”))

· Effective December 16, 2013, Richards will be elected to the board of directors of the Company with the title Lead Director

· Responsibilities

o CEO level decision making and Company oversight

o David Orwasher, COO, will report directly to Richards

o Richards will report to the board of directors

· Compensation

o Base consulting fees: $75,000 per year

o Bonus at board’s discretion

· Restricted Stock Grants

o Grant A effective 1-1-14 for 37,500 shares

§ Vesting in equal monthly installments over 48 months

o Grant B effective 1-1-14 for 187,500 shares

§ Vesting over 36 months commencing upon closing of Successful IPO

§ 50% in first 12 months; 30% in second 12 months and 20% in last 12 months

o Accelerated vesting as set forth in the SAA in the event of Business Combination, termination other than for Cause, Change of Control, Voluntary Termination due to Death or Disability

· Effective upon Successful IPO: transition to full-time Chairman and CEO

o Base compensation of $400,000 per year

o annual cash bonus program with target of 50% of cash compensation

o Executive will participate in annual option grants as component of 3-part compensation program (base, cash bonus, equity)

· Non-solicitation, non-compete, non-disclosure effective now per Non-compete agreement accompanying the SAA