and CONTINENTAL STOCK TRANSFER & TRUST COMPANY WARRANT AGREEMENT Dated as of July 22, 2015Warrant Agreement • July 28th, 2015 • Hennessy Capital Acquisition Corp II • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of July 22, 2015, is by and between Hennessy Capital Acquisition Corp. II, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
Hennessy Capital Acquisition Corp. II Houston, Texas 77002Hennessy Capital Acquisition Corp II • June 22nd, 2015 • Blank checks • New York
We are pleased to accept the offer Hennessy Capital Partners II LLC (the “Subscriber” or “you”) has made to purchase 5,031,250 shares of common stock (the “Shares”), $.0001 par value per share (the “Common Stock”), up to 656,250 of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of Hennessy Capital Acquisition Corp. II, a Delaware corporation (the “Company”), do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 28th, 2015 • Hennessy Capital Acquisition Corp II • Blank checks • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 22, 2015, is made and entered into by and among Hennessy Capital Acquisition Corp. II, a Delaware corporation (the “Company”), Hennessy Capital Partners II, LLC., a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed under Holders on the signature page hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively the “Holders”).
INDEMNITY AGREEMENTIndemnity Agreement • June 22nd, 2015 • Hennessy Capital Acquisition Corp II • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of _________, 2015, by and between HENNESSY CAPITAL ACQUISITION CORP. II, a Delaware corporation (the “Company”), and ___________ (“Indemnitee”).
DASEKE, INC. as the Parent and DASEKE COMPANIES, INC. as the Purchaser and AVEDA TRANSPORTATION AND ENERGY SERVICES INC. as the Company and 1277119 ALBERTA LTD. and RODAN TRANSPORT (U.S.A.) LTD. and 2111943 ALBERTA LTD. as the Company NomineeArrangement Agreement • April 18th, 2018 • Daseke, Inc. • Transportation services • Alberta
disclosed in Section 3.1(2)(c) of the Company Disclosure Letter, the Company does not own, beneficially or of record, any equity interests of any kind in any other Person.
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • July 28th, 2015 • Hennessy Capital Acquisition Corp II • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of July 22, 2015 by and between Hennessy Capital Acquisition Corp. II, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
Hennessy Capital Acquisition Corp. II Houston, Texas 77002Letter Agreement • June 22nd, 2015 • Hennessy Capital Acquisition Corp II • Blank checks
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) proposed to be entered into by and between Hennessy Capital Acquisition Corp. II, a Delaware corporation (the “Company”), and UBS Securities LLC, Cantor Fitzgerald & Co. and BMO Capital Markets Corp. as representatives of the several underwriters named therein (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of 17,500,000 of the Company’s units (the “Units”), each comprised of one share of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), and one warrant (each, a “Warrant”). Each Warrant entitles the holder thereof to purchase one-half of one share of the Common Stock at a price of $5.75 per half share, subject to adjustment. The Units shall be sold in the Public Offering pursuant to a registration statement on Form S-1 and prospectus (the “Prospectus”) filed by the Comp
EMPLOYMENT AGREEMENTEmployment Agreement • August 6th, 2020 • Daseke, Inc. • Transportation services
This Employment Agreement (“Agreement”) is made and entered into by and between Daseke, Inc., a Delaware corporation (the “Company”), and Jason Bates (“Employee”) effective as of April 20, 2020 (the “Effective Date”).
Hennessy Capital Acquisition Corp. II 17,500,000 Units ($10.00 per Unit) Underwriting AgreementSecurities Assignment Agreement • July 28th, 2015 • Hennessy Capital Acquisition Corp II • Blank checks • New York
Hennessy Capital Acquisition Corp. II Houston, Texas 77002Letter Agreement • July 28th, 2015 • Hennessy Capital Acquisition Corp II • Blank checks
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) proposed to be entered into by and between Hennessy Capital Acquisition Corp. II, a Delaware corporation (the “Company”), and UBS Securities LLC, Cantor Fitzgerald & Co. and BMO Capital Markets Corp. as representatives of the several underwriters named therein (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of 17,500,000 of the Company’s units (the “Units”), each comprised of one share of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), and one warrant (each, a “Warrant”). Each Warrant entitles the holder thereof to purchase one-half of one share of the Common Stock at a price of $5.75 per half share, subject to adjustment. The Units shall be sold in the Public Offering pursuant to a registration statement on Form S-1 and prospectus (the “Prospectus”) filed by the Comp
5,292,000 Shares DASEKE, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • September 22nd, 2017 • Daseke, Inc. • Transportation services • New York
Daseke, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”) for whom you are acting as representatives (the “Representatives”), and certain shareholders of the Company named in Schedule II hereto (the “Selling Shareholders”) severally propose to sell to the several Underwriters, an aggregate of 5,292,000 shares (the “Firm Shares”) of the common stock, par value $0.0001 per share, of the Company (“Common Stock”), of which 4,882,167 shares are to be issued and sold by the Company and 409,833 shares are to be sold by the Selling Shareholders in the respective amounts set forth opposite their respective names in Schedule II hereto. The Company also proposes to sell to the several Underwriters, for the sole purpose of covering over-allotments in connection with the sale of the Firm Shares, at the option of the Underwriters, up to an additional 793,800 shares of Common Stock (the “Option Shares”)
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 29th, 2016 • Hennessy Capital Acquisition Corp II • Blank checks • Delaware
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [_______], 2017, is made and entered into by and among Hennessy Capital Acquisition Corp. II, a Delaware corporation (the “Company”), Hennessy Capital Partners II LLC, a Delaware limited liability company (the “Sponsor”), each of the undersigned parties that holds Founder Shares (as defined below) and is identified as an “Other Pre-IPO Holder” on the signature pages hereto (collectively, with the Sponsor, the “Pre-IPO Holders”), [__________], [________] (together with [____], the “Preferred Investors”), [_________], [_________] (together with [____], the “Backstop Investors”), Don R. Daseke, The Walden Group, Inc., a Delaware corporation (“Walden Group”), Main Street (as defined below), Prudential (as defined below), Joseph Kevin Jordan, Daseke Trucking Preferred, LP, Gekabi Capital Management, LP, VCA Daseke LP, Daniel Wirkkala and each of the former holders of shares of Daseke Series B Convertible
EMPLOYMENT AGREEMENTEmployment Agreement • August 3rd, 2021 • Daseke, Inc. • Transportation services
This Employment Agreement (“Agreement”) is made and entered into by and between Daseke, Inc., a Delaware corporation (the “Company”), and Jonathan Shepko (“Employee”) effective as of August 2, 2021 (the “Effective Date”).
AMENDMENT NO. 4 TO TERM LOAN AGREEMENTTerm Loan Agreement • August 3rd, 2023 • Daseke, Inc. • Transportation services • New York
Exhibit K-1 – Form of U.S. Tax Compliance Certificate (For Foreign Lenders That Are Not Partnerships For U.S. Federal Income Tax Purposes)
SPONSOR WARRANTS PURCHASE AGREEMENTSponsor Warrants Purchase Agreement • June 22nd, 2015 • Hennessy Capital Acquisition Corp II • Blank checks • Delaware
THIS SPONSOR WARRANTS PURCHASE AGREEMENT, dated as of May 11, 2015 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and between Hennessy Capital Acquisition Corp. II, a Delaware corporation (the “Company”), and Hennessy Capital Partners II LLC, a Delaware limited liability company (the “Purchaser”).
NON-QUALIFIED STOCK OPTION AWARD AGREEMENT DASEKE, INC. 2017 OMNIBUS INCENTIVE PLANNon-Qualified Stock Option Award Agreement • February 23rd, 2022 • Daseke, Inc. • Transportation services • Delaware
This NON-QUALIFIED STOCK OPTION AWARD AGREEMENT (this “Agreement”), is made as of [ ] between Daseke, Inc. (the “Company”) and [ ] (the “Participant”), and is made pursuant to the terms of the Company’s 2017 Omnibus Incentive Plan, as amended and restated (the “Plan”). Capitalized terms used herein but not defined shall have the meanings set forth in the Plan. For the purposes of this Agreement, the “Grant Date” shall be [ ].
7,500,000 Shares DASEKE, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • February 20th, 2018 • Daseke, Inc. • Transportation services • New York
Daseke, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”) for whom you are acting as representatives (the “Representatives”), and a certain shareholder of the Company named in Schedule II hereto (the “Selling Shareholder”) proposes to sell to the several Underwriters, an aggregate of 7,500,000 shares (the “Firm Shares”) of the common stock, par value $0.0001 per share, of the Company (“Common Stock”), of which 7,420,000 shares are to be issued and sold by the Company and 80,000 shares are to be sold by the Selling Shareholder as set forth in Schedule II hereto. The Company also proposes to sell to the several Underwriters, for the sole purpose of covering over-allotments in connection with the sale of the Firm Shares, at the option of the Underwriters, up to an additional 1,125,000 shares of Common Stock (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter referred
NON-QUALIFIED STOCK OPTION AWARD AGREEMENT DASEKE, INC. 2017 Management Stock Ownership Program [Canadian Employee]Non-Qualified Stock Option Award Agreement • May 31st, 2017 • Daseke, Inc. • Transportation services • Delaware
This NON-QUALIFIED STOCK OPTION AWARD AGREEMENT (this “Agreement”), is made as of the [·] day of [·], 20XX between Daseke, Inc. (the “Company”), and [ ] (the “Participant”), and is made pursuant to the terms of the Company’s 2017 Management Stock Ownership Program, a sub-plan of the 2017 Omnibus Incentive Plan (the “Plan”). Capitalized terms used herein but not defined shall have the meanings set forth in the Plan.
ContractDaseke, Inc. • February 20th, 2018 • Transportation services
On December 1, 2017, Daseke TSH LLC (“TSH”), an indirect wholly owned subsidiary of Daseke, Inc. (“Daseke”), and Sidney T. Stanley 2007 Family Irrevocable Gift Trust, Sidney Stanley, Craig Stanley, Gregg Stanley, Sara Beth Sheehan, Craig T. Stanley 2012 GST-Exempt Family Trust, Gregg F. Stanley 2012 GST-Exempt Family Trust, and Sara Beth Sheehan 2012 GST-Exempt Family Trust entered into a Purchase and Sale Agreement pursuant to which TSH purchased 100% of the outstanding equity interests of (1) Tennessee Steel Haulers, Inc., a Tennessee corporation, (2) Alabama Carriers, Inc., a Tennessee corporation, (3) Fleet Movers Inc., a Tennessee corporation (collectively “TSH & Co.”), for total consideration of $74.9 million in cash and 972,680 shares of Daseke common stock with a value of approximately $12.0 million at the time (the “Transaction”).
PERFORMANCE STOCK UNIT AWARD AGREEMENT DASEKE, INC. 2017 OMNIBUS INCENTIVE PLANPerformance Stock Unit Award Agreement • February 23rd, 2022 • Daseke, Inc. • Transportation services • Delaware
This PERFORMANCE STOCK UNIT AWARD AGREEMENT (this “Agreement”), is made as of [ ], between Daseke, Inc. (the “Company”) and [ ] (the “Participant”), and is made pursuant to the terms of the Company’s 2017 Omnibus Incentive Plan, as amended and restated (the “Plan”). Capitalized terms used herein but not defined shall have the meanings set forth in the Plan. For the purposes of this Agreement, the “Grant Date” shall be [ ].
DASEKE, INC. NON-QUALIFIED STOCK OPTION AWARD AGREEMENTNon-Qualified Stock Option Award Agreement • April 23rd, 2020 • Daseke, Inc. • Transportation services • Delaware
This NON-QUALIFIED STOCK OPTION AWARD AGREEMENT (this “Agreement”), is made as of April 20, 2020 between Daseke, Inc. (the “Company”), and Jason Bates (the “Participant”). The grant of the Non-Qualified Stock Option (the “Option”) under Section 1 hereof (the “Option”) is intended to qualify as an “employment inducement grant” under NASDAQ Listing Rule 5635(c)(4). The Option is being granted outside of the Company’s 2017 Omnibus Incentive Plan, as amended and restated (the “Plan”), but shall be subject to certain terms and conditions of the Plan as specified herein. Capitalized terms used herein but not defined shall have the meanings set forth in the Plan. For the purposes of this Agreement, the “Grant Date” shall be April 20, 2020.
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • December 29th, 2016 • Hennessy Capital Acquisition Corp II • Blank checks • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of December 22, 2016 (the “date hereof”), is made by and among Daseke, Inc., a Delaware corporation (the “Company”), Hennessy Capital Acquisition Corp. II, a Delaware corporation (“Parent”), HCAC Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent (the “Merger Sub”), and Don R. Daseke, an individual residing in Texas, solely in his capacity as the representative for the Stockholders pursuant to Section 11.01 (the “Stockholder Representative”). Parent, the Merger Sub and the Company, and, solely in his capacity as and solely to the extent applicable, the Stockholder Representative will each be referred to herein from time to time as a “Party” and, collectively, as the “Parties.” Capitalized terms used and not otherwise defined herein have the meanings set forth in Article XII below.
NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENT DASEKE, INC. 2017 Omnibus Incentive PlanNon-Employee Director Restricted Stock Unit Award Agreement • May 3rd, 2022 • Daseke, Inc. • Transportation services • Delaware
This RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), is made as of the [●] day of [●] 20[●], between Daseke, Inc. (the “Company”), and [●] (the “Participant”), and is made pursuant to the terms of the Company’s 2017 Omnibus Incentive Plan, as amended (the “Plan”). Capitalized terms used herein but not defined shall have the meanings set forth in the Plan.
FIFTH AMENDMENT TO FIFTH AMENDED AND RESTATED REVOLVING CREDIT AND SECURITY AGREEMENTRevolving Credit and Security Agreement • April 30th, 2021 • Daseke, Inc. • Transportation services • New York
FIFTH AMENDED AND RESTATED REVOLVING CREDIT AND SECURITY AGREEMENT dated as of February 27, 2017, among DASEKE, INC., a Delaware corporation (“Holdings”), DASEKE COMPANIES, INC., a Delaware corporation, as the attorney and agent (in such capacity, the “Borrowing Agent”) on behalf of each Loan Party (as defined below), each of the Subsidiaries of Borrowing Agent that are now or hereafter become party hereto as borrowers (together with Borrowing Agent, collectively the “Borrowers” and each individually, jointly and severally, a “Borrower”), the financial institutions that are now or that hereafter become a party hereto as lenders (collectively, “Lenders” and each individually, a “Lender”) and PNC BANK, NATIONAL ASSOCIATION (“PNC”), as agent for Lenders (PNC, together with its successors and assigns in such capacity, the “Agent”).
EMPLOYMENT AGREEMENTEmployment Agreement • November 12th, 2019 • Daseke, Inc. • Transportation services
This Employment Agreement (“Agreement”) is made and entered into by and between Daseke, Inc., a Delaware corporation (the “Company”), and Brian Bonner (“Employee”) as of September 19, 2019, and effective as of August 15, 2019 (the “Effective Date”).
AGREEMENT AND PLAN OF MERGER by and among TFI INTERNATIONAL INC., DIOCLETIAN MERGERCO, INC. and DASEKE, INC. Dated as of December 22, 2023Agreement and Plan of Merger • December 28th, 2023 • Daseke, Inc. • Transportation services • Delaware
THIS AGREEMENT AND PLAN OF MERGER, dated as of December 22, 2023 (this “Agreement”), is made by and among TFI INTERNATIONAL INC., a corporation incorporated pursuant to the Canada Business Corporations Act, DIOCLETIAN MERGERCO, INC., a Delaware corporation and an indirect, wholly-owned Subsidiary of Parent (“Acquisition Sub”), and DASEKE, INC., a Delaware corporation (the “Company”).
PURCHASE AND SALE AGREEMENT1 BY AND AMONG DASEKE, INC., DASEKE MFS LLC, THE SELLERS PARTY HERETO and DANIEL R. MOORE, IN HIS CAPACITY AS SELLER REPRESENTATIVE dated December 1, 2017Purchase and Sale Agreement • March 16th, 2018 • Daseke, Inc. • Transportation services • Delaware
This PURCHASE AND SALE AGREEMENT (this “Agreement”) is made as of December 1, 2017, by and among (a) Daseke, Inc. a Delaware corporation (“Parent”), (b) Daseke MFS LLC, a Delaware limited liability company (“Buyer”), (c) Daniel R. Moore, a resident of the state of Tennessee (“Dan Moore”), Judith N. Moore, a resident of the state of Tennessee (“Judy Moore”), Randall K. Moore, a resident of the state of Tennessee (“Randy Moore”), Tiffani M. Swalley, a resident of the state of Illinois (“Tiffani Swalley”), John D. Moore, a resident of the state of North Carolina (“JD Moore”), and V. Jean Nichols, a resident of the state of Colorado (each a “Seller” and, collectively, “Sellers”) and (d) Dan Moore in his capacity as Seller Representative (as hereinafter defined).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • December 29th, 2016 • Hennessy Capital Acquisition Corp II • Blank checks • Delaware
This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is entered into as of December 22, 2016, by and among Daseke, Inc., a Delaware corporation (the “Company”), Hennessy Capital Partners II LLC (“Hennessy Capital Partners II”) and the stockholders of Parent (as defined below) set forth on Schedule I hereto (such individuals together with Hennessy Capital Partners II, each a “Stockholder”, and collectively, the “Stockholders”). The Company and the Stockholders are sometimes referred to herein as a “Party” and collectively as the “Parties”.
FORM OF SUBSCRIPTION AGREEMENT FOR 7.625% SERIES A CONVERTIBLE PREFERRED STOCKSubscription Agreement • December 29th, 2016 • Hennessy Capital Acquisition Corp II • Blank checks • Delaware
This Subscription Agreement (this “Agreement”), made as of December 22, 2016 by and among Hennessy Capital Acquisition Corp. II, a Delaware corporation (the “Company”), and each of the undersigned subscribers (each, a “Subscriber,” collectively, the “Subscribers”), is intended to set forth certain representations, covenants and agreements among the Company and the Subscribers, with respect to the private offering (the “Preferred Offering”) for sale by the Company and the purchase by each Subscriber in the Preferred Offering of the number of shares set forth under such Subscriber’s name on the signature pages hereto of 7.625% Series A Convertible Preferred Stock with the terms set forth in the form of certificate of designations attached as Exhibit A hereto (the “Certificate of Designations” and, such shares, the “Preferred Shares”) at a price per share of $100.00.
Hennessy Capital Acquisition Corp. II 700 Louisiana Street, Suite 900 Houston, Texas 77002Hennessy Capital Acquisition Corp II • July 28th, 2015 • Blank checks • New York
This letter will confirm our agreement that, commencing on the date the securities of Hennessy Acquisition Corp. II (the “Company”) are first listed on the Nasdaq Capital Market (the “Listing Date”), pursuant to a Registration Statement on Form S-1 and prospectus filed with the Securities and Exchange Commission (the “Registration Statement”) and continuing until the earlier of the consummation by the Company of an initial business combination or the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), Hennessy Capital LLC ( “Hennessy Capital”), an affiliate of our sponsor, Hennessy Capital Partners II LLC, shall make available to the Company, at 700 Louisiana Street, Suite 900, Houston, Texas 77002 (or any successor location), certain office space, utilities, and general office, receptionist and secretarial support as may be reasonably required by the Company. In exchange therefor, the Co
SEPARATION AGREEMENTSeparation Agreement • August 29th, 2019 • Daseke, Inc. • Transportation services • Texas
This SEPARATION AGREEMENT (this “Agreement”) is entered into by and among Don Daseke, on behalf of himself, his spouse, heirs, and assigns (the “Executive”), on the one hand, and Daseke, Inc. (the “Company”), on the other hand, and is effective as of the Effective Date (as defined herein). The Company and Executive shall each be referred to in this Agreement as a “Party,” and collectively as the “Parties.”
DASEKE, INC. RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • October 5th, 2022 • Daseke, Inc. • Transportation services • Delaware
This RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”) is made as of September 22, 2022, between Daseke, Inc. (the “Company”) and Aaron Coley (the “Participant”). The grant of the restricted stock units (the “RSUs”) under Section 1 hereof is intended to qualify as an “employment inducement grant” under NASDAQ Listing Rule 5635(c)(4). The RSUs are being granted outside of the Company’s 2017 Omnibus Incentive Plan, as amended and restated (the “Plan”), but shall be subject to certain terms and conditions of the Plan as specified herein. Capitalized terms used herein but not defined shall have the meanings set forth in the Plan. For purposes of this Agreement, the “Grant Date” shall be October 28, 2022, the effective date of that certain Employment Agreement, between the Company and the Participant (the “Employment Agreement”), subject to and conditioned upon the Participant’s commencement of employment with the Company on the Grant Date.
DASEKE, INC. PERFORMANCE STOCK UNIT AWARD AGREEMENTPerformance Stock Unit Award Agreement • April 23rd, 2020 • Daseke, Inc. • Transportation services • Delaware
This PERFORMANCE STOCK UNIT AWARD AGREEMENT (this “Agreement”), is made as of April 23, 2020 between Daseke, Inc. (the “Company”), and Jason Bates (the “Participant”). The grant of the performance-based restricted stock units (the “PSUs”) under Section 1 hereof is intended to qualify as an “employment inducement grant” under NASDAQ Listing Rule 5635(c)(4). The PSUs are being granted outside of the Company’s 2017 Omnibus Incentive Plan, as amended and restated (the “Plan”), but shall be subject to certain terms and conditions of the Plan as specified herein. Capitalized terms used herein but not defined shall have the meanings set forth in the Plan. For the purposes of this Agreement, the “Grant Date” shall be April 20, 2020, the effective date of that certain Employment Agreement, between the Company and the Participant (the “Employment Agreement”).
DASEKE, INC. PERFORMANCE STOCK UNIT AWARD AGREEMENTPerformance Stock Unit Award Agreement • November 5th, 2020 • Daseke, Inc. • Transportation services • Delaware
This PERFORMANCE STOCK UNIT AWARD AGREEMENT (this “Agreement”), is made as of [ ], 20[ ] between Daseke, Inc. (the “Company”), and [ ] (the “Participant”). The grant of the performance-based restricted stock units (the “PSUs”) under Section 1 hereof is intended to qualify as an “employment inducement grant” under NASDAQ Listing Rule 5635(c)(4). The PSUs are being granted outside of the Company’s 2017 Omnibus Incentive Plan, as amended and restated (the “Plan”), but shall be subject to certain terms and conditions of the Plan as specified herein. Capitalized terms used herein but not defined shall have the meanings set forth in the Plan. For the purposes of this Agreement, the “Grant Date” shall be [ ], 20[ ][, the effective date of that certain Employment Agreement, between the Company and the Participant (the “Employment Agreement”)].
FORM OF BACKSTOP AND SUBSCRIPTION AGREEMENTForm of Backstop and Subscription Agreement • December 29th, 2016 • Hennessy Capital Acquisition Corp II • Blank checks • Delaware
This Backstop and Subscription Agreement (this “Agreement”), made as of December 22, 2016, by and among Hennessy Capital Acquisition Corp. II, a Delaware corporation (the “Company”), Hennessy Capital Partners II LLC, a Delaware limited liability company (the “Sponsor”), and [●] and [●] (each a “Subscriber” and together, the “Subscribers”), is intended to set forth certain representations, covenants and agreements among the Company, the Sponsor and each Subscriber, with respect to the acquisition by each Subscriber of common stock of the Company, par value $0.0001 per share (“Common Stock”), for aggregate consideration of up to $[●] pursuant to Sections 1(a)(iii) and (iv) hereof, which representations, covenants and agreements are made in connection with the Company’s acquisition of Daseke, Inc., a Delaware corporation (“Daseke”), in accordance with that certain Agreement and Plan of Merger (the “Merger Agreement”), dated as of the date hereof, by and among the Company, Daseke, HCAC Mer
