Employment AgreementEmployment Agreement • April 22nd, 2014 • Moelis & Co • Investment advice • Delaware
This Employment Agreement (the “Agreement”), dated as of April 15, 2014 (the “Effective Date”), is made by and between Moelis & Company, a Delaware corporation (together with any successor thereto, “Moelis & Company”), Moelis and Company Group LP (together with any successor thereto, “Group LP”) (Moelis & Company and Group LP together, the “Company”) and Jeffrey Raich (the “Executive”). This Agreement supersedes the previous Employment Agreement with Moelis & Company Holdings LLC dated as of July 16, 2007.
MASTER SERVICES AGREEMENTMaster Services Agreement • February 22nd, 2024 • Moelis & Co • Investment advice • New York
This SERVICES AGREEMENT, dated as of February 22, 2024 is made by and between MOELIS & COMPANY GROUP LP, a Delaware limited partnership (“Advisory”), and MOELIS ASSET MANAGEMENT LP, a Delaware limited partnership (“Asset Management”) and each of the following subsidiaries of Asset Management: P&S CREDIT MANAGEMENT, L.P., a Delaware limited partnership (“Gracie”), FREEPORT FINANCIAL PARTNERS LLC, a Delaware limited liability company (“Freeport”) and STEELE CREEK INVESTMENT MANAGEMENT LLC, a Delaware limited liability company (“Steele Creek”).
Underwriting AgreementUnderwriting Agreement • August 6th, 2018 • Moelis & Co • Investment advice • New York
AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF MOELIS & COMPANY GROUP LP a Delaware limited partnershipAgreement of Limited Partnership • April 22nd, 2014 • Moelis & Co • Investment advice • Delaware
THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF MOELIS & COMPANY GROUP LP, dated as of April 15, 2014, is entered into by and among MOELIS & COMPANY GROUP GP LLC, a Delaware limited liability company, Moelis & Company, a Delaware corporation (the “Special Limited Partner”), and the Limited Partners (as defined herein).
MASTER SERVICES AGREEMENTMaster Services Agreement • April 25th, 2017 • Moelis & Co • Investment advice • New York
This SERVICES AGREEMENT, dated as of April 25, 2017 is made by and between MOELIS & COMPANY GROUP LP, a Delaware limited partnership (“Advisory”), and MOELIS ASSET MANAGEMENT LP, a Delaware limited partnership (“Asset Management”) and each of the following subsidiaries of Asset Management: MOELIS CAPITAL PARTNERS LLC, a Delaware limited liability company (“MCP”), P&S CREDIT MANAGEMENT, L.P., a Delaware limited partnership (“Gracie”), FREEPORT FINANCIAL PARTNERS LLC, a Delaware limited liability company (“Freeport”) STEELE CREEK INVESTMENT MANAGEMENT LLC, a Delaware limited liability company (“Steele Creek”) and COLLEGIUM GLOBAL PARTNERS LLC, a Delaware limited liability company (“Collegium”).
TAX RECEIVABLE AGREEMENTTax Receivable Agreement • April 22nd, 2014 • Moelis & Co • Investment advice • Delaware
This TAX RECEIVABLE AGREEMENT (as amended from time to time, this “Agreement”), dated as of April 15, 2014, is hereby entered into by and among Moelis & Company, a Delaware corporation (the “Corporation”), Moelis Holdings Feeder, Inc., a Delaware corporation (“Feeder”), Moelis & Company Group LP, a Delaware limited partnership (the “Partnership”), and each of the Partners listed on Schedule 1 hereto.
FORM OF DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENTDirector and Officer Indemnification Agreement • November 10th, 2014 • Moelis & Co • Investment advice • Delaware
WHEREAS, it is essential to the Company to retain and attract as directors and officers the most capable persons available;
TRADEMARK LICENSE AGREEMENTTrademark License Agreement • April 22nd, 2014 • Moelis & Co • Investment advice • New York
THIS TRADEMARK LICENSE AGREEMENT (this “Agreement”) is entered into, as of April 15, 2014 (the “Effective Date”), by and between Moelis & Company Group LP, a Delaware limited partnership, having an address at 399 Park Avenue, 5th Floor, New York, NY 10022 (“Licensor”) and Moelis Asset Management LP, a Delaware limited partnership, having an address at 399 Park Avenue, 6th Floor, New York, NY 10022 (“Licensee”). Licensor and Licensee may be referred to herein individually as a “Party,” and collectively as the “Parties,” to this Agreement.
AIRCRAFT TIME SHARING AGREEMENTAircraft Time Sharing Agreement • April 22nd, 2014 • Moelis & Co • Investment advice • California
This AIRCRAFT TIME SHARING AGREEMENT (the “Agreement”) is made and entered into as of this 16th day of April, 2014, between Moelis & Company Group LP, a Delaware limited partnership (“Provider”), and Kenneth D. Moelis (“Recipient”).
TRADEMARK LICENSE AGREEMENTTrademark License Agreement • April 22nd, 2014 • Moelis & Co • Investment advice • New York
THIS TRADEMARK LICENSE AGREEMENT (this “Agreement”) is entered into, as of April 15, 2014 (the “Effective Date”), by and between Moelis & Company Group LP, a Delaware limited partnership, having an address at 399 Park Avenue, 5th Floor, New York, NY 10022 (“Licensor”) and Kenneth Moelis (“Principal”). Licensor and Licensee may be referred to herein individually as a “Party,” and collectively as the “Parties,” to this Agreement.
STOCKHOLDERS AGREEMENT dated as of April 15, 2014 between MOELIS & COMPANY and MOELIS & COMPANY PARTNER HOLDINGS LP and THE OTHER PERSONS SET FORTH ON THE SIGNATURE PAGES HERETOStockholders Agreement • April 22nd, 2014 • Moelis & Co • Investment advice • Delaware
STOCKHOLDERS AGREEMENT (the “Agreement”), dated as of April 15, 2014, between Moelis & Company, a Delaware corporation (the “Company”), Moelis & Company Partner Holdings LP, a Delaware limited partnership (“Holdings”), and the Persons (as defined herein) set forth on the signature pages hereto (together with Holdings and all other Persons who become Company stockholders party hereto in accordance with this Agreement, the “Stockholders”).
FORM OF MOELIS & COMPANY GROUP EMPLOYEE HOLDINGS LP VESTING AGREEMENT DEFERRED LP UNITSVesting Agreement • April 27th, 2023 • Moelis & Co • Investment advice
THIS VESTING AGREEMENT (this “Agreement”) is made and entered into as of [Date] (the “Grant Date”) by and between Moelis & Company Group Employee Holdings LP, a Delaware limited partnership (the “Partnership”) and [Name] (the “Participant”). Capitalized terms used but not otherwise defined herein shall have the respective meanings set forth in the Partnership Agreement (as defined in Section 8 hereof).
MASTER SEPARATION AGREEMENT by and between MOELIS ASSET MANAGEMENT LP (formerly known as Moelis & Company Holdings LP) and MOELIS & COMPANY GROUP LP Dated as of April 15, 2014Master Separation Agreement • April 22nd, 2014 • Moelis & Co • Investment advice • Delaware
This MASTER SEPARATION AGREEMENT, dated as of April 15, 2014 (this “Agreement”), is entered into by and between Moelis Asset Management LP, a Delaware limited partnership (formerly known as Moelis & Company Holdings LP, “Asset Management LP”), and Moelis & Company Group LP, a Delaware limited partnership (“Group LP” and, together with Asset Management LP, the “Parties” and each, a “Party”).
COST SHARING AND OPERATING AGREEMENTCost Sharing and Operating Agreement • November 7th, 2014 • Moelis & Co • Investment advice • California
THIS COST SHARING AND OPERATING AGREEMENT (this “Agreement”) is made and entered into as of September 23, 2014 by and among Kenneth D. Moelis (“Mr. Moelis”), a citizen of the United States and a resident of the State of California, Moelis & Company Group LP (“Group LP”), a Delaware limited partnership, and Moelis Asset Management LP (“Management LP”), a Delaware limited partnership. Mr. Moelis, Group LP, and Management LP are hereinafter also individually referred to as “Party” and collectively as “Parties”.
LEASE dated as of April , 2014Lease Agreement • March 24th, 2014 • Moelis & Co • Investment advice
THIS LEASE (together with all supplements, annexes, exhibits and schedules attached hereto and as amended or otherwise modified from time to time, this “Lease”) is between Moelis & Company Manager LLC, a limited liability company organized and existing under the laws of the State of Delaware (together with its successors and permitted assigns, if any, “MCM”) and Moelis & Company Group LP, a limited partnership organized and existing under the laws of the State of Delaware (together with its successors and permitted assigns, if any, “LP”).
Moelis & Company Class A Common Stock (par value $0.01 per share) Underwriting AgreementUnderwriting Agreement • November 17th, 2014 • Moelis & Co • Investment advice • New York
Moelis & Company, a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [·] shares and, at the election of the Underwriters, up to [·] additional shares of Class A Common Stock, par value $0.01 per share (the “Class A Common Stock”) of the Company, and the stockholders of the Company named in Schedule II hereto (the “Selling Stockholders”) propose, subject to the terms and conditions stated herein, to sell to the Underwriters an aggregate of [·] shares and, at the election of the Underwriters, up to [·] additional shares of Class A Common Stock. The aggregate [·] shares to be sold by the Company and the Selling Stockholders is herein called the “Firm Shares” and the aggregate of [·] additional shares to be sold by the Company and the Selling Stockholders is herein called the “Optional Shares”. The Firm Shares and the Optional Shares that t
COST SHARING AND OPERATING AGREEMENTCost Sharing and Operating Agreement • July 31st, 2019 • Moelis & Co • Investment advice • California
THIS COST SHARING AND OPERATING AGREEMENT (this “Agreement”) is made and entered into as of July 12, 2019 (“Effective Date”) by and between Kenneth D. Moelis (“Mr. Moelis”), a citizen of the United States and a resident of the State of California, and Moelis & Company Group LP (“Group LP”), a Delaware limited partnership. Mr. Moelis and Group LP are hereinafter also individually referred to as “Party” and collectively as “Parties”.
MASTER SERVICES AGREEMENTMaster Services Agreement • February 27th, 2019 • Moelis & Co • Investment advice • New York
This SERVICES AGREEMENT, dated as of February 27, 2019 is made by and between MOELIS & COMPANY GROUP LP, a Delaware limited partnership (“Advisory”), and MOELIS ASSET MANAGEMENT LP, a Delaware limited partnership (“Asset Management”) and each of the following subsidiaries of Asset Management: P&S CREDIT MANAGEMENT, L.P., a Delaware limited partnership (“Gracie”), FREEPORT FINANCIAL PARTNERS LLC, a Delaware limited liability company (“Freeport”) and STEELE CREEK INVESTMENT MANAGEMENT LLC, a Delaware limited liability company (“Steele Creek”).
ADVISORY UNITS AGREEMENTAdvisory Units Agreement • May 1st, 2015 • Moelis & Co • Investment advice
This Advisory Units Agreement (this “Agreement”), dated as of April 15, 2015, is entered into by and among Sumitomo Mitsui Banking Corporation (“SMBC”), a Japanese corporation with its head office at 1-2, Marunouchi 1-chome, Chiyoda-ku, Tokyo 100-0006, Japan, its subsidiary SMBC Nikko Securities Inc. (“Nikko” and together with SMBC, “SMBC/Nikko”), a Japanese corporation with its head office at 3-1, Marunouchi 3-chome, Chiyoda-ku, Tokyo 100-8325, Japan and SMBC Capital Markets, Inc., a Delaware corporation with its head office at 277 Park Avenue, New York, New York 10172 (“SMBC Unit Holder”), on the one hand, and Moelis & Company Group LP (“Moelis Advisory”), a Delaware limited partnership with offices at 399 Park Avenue, New York, NY 10022, United States, Moelis & Company (“Moelis & Company”), a Delaware corporation with offices at 399 Park Avenue, New York, NY 10022, United States and Moelis & Company Group GP LLC, a Delaware limited liability company with offices at 399 Park Avenue,
MASTER SERVICES AGREEMENTMaster Services Agreement • March 18th, 2016 • Moelis & Co • Investment advice • New York
This SERVICES AGREEMENT, dated as of March 14, 2016 and effective April 1, 2016 is made by and between MOELIS & COMPANY GROUP LP, a Delaware limited partnership (“Advisory”), and MOELIS ASSET MANAGEMENT LP, a Delaware limited partnership (“Asset Management”) and each of the following subsidiaries of Asset Management: MOELIS CAPITAL PARTNERS LLC, a Delaware limited liability company (“MCP”), P&S CREDIT MANAGEMENT, L.P., a Delaware limited partnership (“Gracie”), FREEPORT FINANCIAL PARTNERS LLC, a Delaware limited liability company (“Freeport”) STEELE CREEK INVESTMENT MANAGEMENT LLC, a Delaware limited liability company (“Steele Creek”) and COLLEGIUM GLOBAL PARTNERS LLC, a Delaware limited liability company (“Collegium”).
MOELIS & COMPANY GROUP LP PERFORMANCE-BASED VESTING AGREEMENTPerformance-Based Vesting Agreement • February 22nd, 2024 • Moelis & Co • Investment advice
LEASE dated as of April 15, 2014Lease • April 22nd, 2014 • Moelis & Co • Investment advice
THIS LEASE (together with all supplements, annexes, exhibits and schedules attached hereto and as amended or otherwise modified from time to time, this “Lease”) is between Moelis & Company Manager LLC, a limited liability company organized and existing under the laws of the State of Delaware (together with its successors and permitted assigns, if any, “MCM”) and Moelis & Company Group LP, a limited partnership organized and existing under the laws of the State of Delaware (together with its successors and permitted assigns, if any, “LP”).
MASTER SERVICES AGREEMENTMaster Services Agreement • February 28th, 2018 • Moelis & Co • Investment advice • New York
This SERVICES AGREEMENT, dated as of February 28, 2018 is made by and between MOELIS & COMPANY GROUP LP, a Delaware limited partnership (“Advisory”), and MOELIS ASSET MANAGEMENT LP, a Delaware limited partnership (“Asset Management”) and each of the following subsidiaries of Asset Management: MOELIS CAPITAL PARTNERS LLC, a Delaware limited liability company (“MCP”), P&S CREDIT MANAGEMENT, L.P., a Delaware limited partnership (“Gracie”), FREEPORT FINANCIAL PARTNERS LLC, a Delaware limited liability company (“Freeport”) STEELE CREEK INVESTMENT MANAGEMENT LLC, a Delaware limited liability company (“Steele Creek”) and COLLEGIUM GLOBAL PARTNERS LLC, a Delaware limited liability company (“Collegium”).
Shareholders Agreement Moelis AustraliaShareholders Agreement • March 24th, 2014 • Moelis & Co • Investment advice • New South Wales
STRATEGIC ALLIANCE AGREEMENT Among SUMITOMO MITSUI BANKING CORPORATION, SMBC NIKKO SECURITIES INC. And MOELIS & COMPANY HOLDINGS LP, MOELIS & COMPANY HOLDINGS GP LLC Dated December 27, 2011Strategic Alliance Agreement • March 24th, 2014 • Moelis & Co • Investment advice • New York
This Strategic Alliance Agreement is entered into as of December 27, 2011 by and among Sumitomo Mitsui Banking Corporation (“SMBC”), a Japanese corporation with its head office at 1-2, Marunouchi 1-chome, Chiyoda-ku, Tokyo 100-0006, Japan and its subsidiary SMBC Nikko Securities Inc. (“Nikko” and together with SMBC, “SMBC/Nikko”), a Japanese corporation with its head office at 3-1, Marunouchi 3-chome, Chiyoda-ku, Tokyo 100-8325, Japan, on the one hand, and Moelis & Company Holdings LP (“Moelis Holdings”), a Delaware limited partnership with offices at 399 Park Avenue, New York, NY 10022, United States, and Moelis & Company Holdings GP LLC, a Delaware limited liability company with offices at 399 Park Avenue, New York, NY 10022, United States (“Moelis General Partner”, and together with Moelis Holdings, the “Moelis Entities”), on the other hand. SMBC, Nikko, Moelis Holdings and Moelis General Partner are each referred to herein as a “party” and collectively referred to as the “parties”.
Aircraft Lease and Cost Sharing and Operating Agreement Extension Amendment October 23, 2024Aircraft Lease and Cost Sharing and Operating Agreement Extension Amendment • October 24th, 2024 • Moelis & Co • Investment advice
Reference is made to that (i) Aircraft Lease Agreement dated July 12, 2019 (the "Lease") by and among Moelis & Company Manager LLC ("Lessor"), a Delaware limited liability company, and Kenneth D. Moelis ("Mr. Moelis"), a citizen of the United States and a resident of the State of California, and Moelis & Company Group LP ("Group LP", and together with Lessor and Mr. Moelis, the “Parties”), a Delaware limited partnership and (ii) Cost Sharing and Operating Agreement dated July 12, 2019 (the “Cost Sharing Agreement”). Mr. Moelis and Group LP are hereinafter also individually referred to as "Lessee" and collectively as "Lessees". Terms used but not defined in this agreement (the “Extension Amendment”) shall have the meanings set forth in the Lease and Cost Sharing Agreement.
ASSIGNMENT AND ASSUMPTION OF THE STRATEGIC ALLIANCE AGREEMENTAssignment and Assumption of the Strategic Alliance Agreement • May 1st, 2015 • Moelis & Co • Investment advice
This Assignment and Assumption of the Strategic Alliance Agreement (this “Assignment and Assumption”), dated as of December 27, 2011, is entered into as of the Effective Time, by and among Sumitomo Mitsui Banking Corporation (“SMBC”), a Japanese corporation with its head office at 1-2, Marunouchi 1-chome, Chiyoda-ku, Tokyo 100-0006, Japan and its subsidiary SMBC Nikko Securities Inc. (“Nikko” and together with SMBC, “SMBC/Nikko”), a Japanese corporation with its head office at 3-1, Marunouchi 3-chome, Chiyoda-ku, Tokyo 100-8325, Japan, on the one hand, and Moelis Asset Management LP (“Moelis Holdings”), a Delaware limited partnership with offices at 399 Park Avenue, New York, NY 10022, United States, Moelis & Company Group LP (“Moelis Advisory”), a Delaware limited partnership with offices at 399 Park Avenue, New York, NY 10022, United States, Moelis & Company (“Moelis & Company”), a Delaware corporation with offices at 399 Park Avenue, New York, NY 10022, United States and Moelis & Co
SECOND AMENDMENT TO THE AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF MOELIS & COMPANY GROUP LP a Delaware limited partnershipAmended and Restated Agreement of Limited Partnership • July 31st, 2019 • Moelis & Co • Investment advice • Delaware
This SECOND AMENDMENT (this “Amendment”) is made by the undersigned as of July 31, 2019 to amend the Amended and Restated Agreement of Limited Partnership (the “Partnership Agreement”) of Moelis & Company Group LP, a Delaware limited partnership (the “Partnership”), dated as of April 15, 2014, by and among Moelis & Company Group GP LLC, a Delaware limited liability company, as the sole general partner (the “General Partner”), Moelis & Company, a Delaware corporation (the “Special Limited Partner”), and the Limited Partners (as defined therein) (the “Limited Partners” and, together with the General Partner, the “Partners”) as amended by the First Amendment to the Partnership Agreement, dated November 7, 2014.
FIRST AMENDMENT TO THE TAX RECEIVABLE AGREEMENTTax Receivable Agreement • February 22nd, 2024 • Moelis & Co • Investment advice • Delaware
This FIRST AMENDMENT (this “Amendment”) is made by the undersigned as of December 18, 2023 to amend the Tax Receivable Agreement (the “Agreement”), dated as of April 15, 2014, by and among Moelis & Company, a Delaware corporation (the “Corporation”), Moelis & Company Group LP, a Delaware limited partnership (the “Partnership”) and the Partners.
STOCKHOLDERS AGREEMENT dated as of between MOELIS & COMPANY and MOELIS & COMPANY PARTNER HOLDINGS LLC and THE OTHER PERSONS SET FORTH ON THE SIGNATURE PAGES HERETOShareholder Agreements • February 27th, 2014 • Moelis & Co • Investment advice • Delaware
STOCKHOLDERS AGREEMENT (the “Agreement”), dated as of [·], 2014, between Moelis & Company, a Delaware corporation (the “Company”), Moelis & Company Partner Holdings LLC, a Delaware limited liability company (“Holdings”), and the Persons (as defined herein) set forth on the signature pages hereto (together with Holdings and all other Persons who become Company stockholders party hereto in accordance with this Agreement, the “Stockholders”).
AIRCRAFT DRY LEASEAircraft Dry Lease • November 7th, 2014 • Moelis & Co • Investment advice • California
THIS AIRCRAFT DRY LEASE (this “Lease”) is made and entered into as of September 23, 2014, by and among Moelis & Company Manager LLC (“Lessor”), a Delaware limited liability company, on the one hand, and Kenneth D. Moelis (“Mr. Moelis”), a citizen of the United States and a resident of the State of California, Moelis & Company Group LP (“Group LP”), a Delaware limited partnership, and Moelis Asset Management LP (“Management LP”), a Delaware limited partnership, on the other. Mr. Moelis, Group LP, and Management LP are hereinafter also individually referred to as “Lessee” and collectively as “Lessees”.
STOCKHOLDERS AGREEMENT dated as of between MOELIS & COMPANY and MOELIS & COMPANY PARTNER HOLDINGS LP and THE OTHER PERSONS SET FORTH ON THE SIGNATURE PAGES HERETOShareholder Agreement • March 24th, 2014 • Moelis & Co • Investment advice • Delaware
STOCKHOLDERS AGREEMENT (the “Agreement”), dated as of [·], 2014, between Moelis & Company, a Delaware corporation (the “Company”), Moelis & Company Partner Holdings LP, a Delaware limited partnership (“Holdings”), and the Persons (as defined herein) set forth on the signature pages hereto (together with Holdings and all other Persons who become Company stockholders party hereto in accordance with this Agreement, the “Stockholders”).
FIRST AMENDMENT TO THE AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF MOELIS & COMPANY GROUP LP a Delaware limited partnershipLimited Partnership Agreement • November 7th, 2014 • Moelis & Co • Investment advice • Delaware
This FIRST AMENDMENT (this “Amendment”) is made by the undersigned as of November 7, 2014 to amend the Amended and Restated Agreement of Limited Partnership (the “Partnership Agreement”) of Moelis & Company Group LP, a Delaware limited partnership (the “Partnership”), dated as of April 15, 2014, by and among Moelis & Company Group GP LLC, a Delaware limited liability company, as the sole general partner (the “General Partner”), Moelis & Company, a Delaware corporation (the “Special Limited Partner”), and the Limited Partners (as defined therein) (the “Limited Partners” and, together with the General Partner, the “Partners”)
Employment AgreementEmployment Agreement • November 7th, 2014 • Moelis & Co • Investment advice • Delaware
This Employment Agreement (the “Agreement”), dated as of August 27, 2014 (the “Effective Date”), is made by and between Moelis and Company Group LP (together with any successor thereto, the “Company”) and Eric Cantor (the “Executive”).
AIRCRAFT DRY LEASE AGREEMENTAircraft Dry Lease Agreement • July 31st, 2019 • Moelis & Co • Investment advice • California
THIS AIRCRAFT DRY LEASE AGREEMENT (this “Lease”) is made and entered into as of July 12, 2019 (“Effective Date”), by and among Moelis & Company Manager LLC (“Lessor”), a Delaware limited liability company, on the one hand, and Kenneth D. Moelis (“Mr. Moelis”), a citizen of the United States and a resident of the State of California, and Moelis & Company Group LP (“Group LP”), a Delaware limited partnership. Mr. Moelis and Group LP are hereinafter also individually referred to as “Lessee” and collectively as “Lessees”.
