INDEMNIFICATION AND ADVANCEMENT AGREEMENTIndemnification Agreement • July 6th, 2021 • TGPX Holdings I LLC • Household appliances • Delaware
This Indemnification and Advancement Agreement (“Agreement”) is made as of [ 🌑 ], 2021 by and between Traeger, Inc., a Delaware corporation (the “Company”), and ______________, [a member of the Board of Directors/an officer/an employee] of the Company (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering indemnification and advancement.
AMENDMENT NO. 10 TO RECEIVABLES FINANCING AGREEMENTReceivables Financing Agreement • August 7th, 2024 • Traeger, Inc. • Household appliances • New York
This AMENDMENT NO. 10 TO RECEIVABLES FINANCING AGREEMENT, dated as of August 6, 2024 (this “Amendment”), among TRAEGER SPE LLC, a Delaware limited liability company (the “Borrower”), TRAEGER PELLET GRILLS LLC, a Delaware limited liability company (in such capacity, the “Servicer”), as initial Servicer, the Persons identified as such on the signature pages hereto as Lenders and Group Agents and MUFG BANK, LTD. (“MUFG”), as a Committed Lender, as a Group Agent and as Administrative Agent.
Traeger, Inc. [•] SHARES OF COMMON STOCK, PAR VALUE $0.0001 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • July 21st, 2021 • TGPX Holdings I LLC • Household appliances • New York
SECOND LIEN CREDIT AGREEMENT Dated as of September 25, 2017 among TGP HOLDINGS III LLC as the Borrower, TGPX HOLDINGS II LLC as Holdings, CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH as Administrative Agent and Collateral Agent and The Lenders Party Hereto...Second Lien Credit Agreement • July 6th, 2021 • TGPX Holdings I LLC • Household appliances • London
This SECOND LIEN CREDIT AGREEMENT is entered into as of September 25, 2017, among TGP HOLDINGS III LLC, a Delaware limited liability company (the “Borrower”), TGPX HOLDINGS II LLC, a Delaware limited liability company (“Holdings”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Administrative Agent and as Collateral Agent.
FIRST LIEN CREDIT AGREEMENT Dated as of September 25, 2017 among TGP HOLDINGS III LLC as the Borrower, TGPX HOLDINGS II LLC as Holdings, CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH as Administrative Agent and Collateral Agent and The Lenders Party Hereto...First Lien Credit Agreement • July 6th, 2021 • TGPX Holdings I LLC • Household appliances • London
This FIRST LIEN CREDIT AGREEMENT is entered into as of September 25, 2017, among TGP HOLDINGS III LLC, a Delaware limited liability company (the “Borrower”), TGPX HOLDINGS II LLC, a Delaware limited liability company (“Holdings”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Administrative Agent and as Collateral Agent.
REGISTRATION RIGHTS AGREEMENT by and among Traeger, Inc., AEA TGP Holdco LP Management Investors, 2594868 Ontario Limited, TCP Traeger Holdings SPV LLC and THE HOLDERS THAT ARE SIGNATORIES HERETO Dated as of July 28, 2021Registration Rights Agreement • August 3rd, 2021 • Traeger, Inc. • Household appliances • New York
This REGISTRATION RIGHTS AGREEMENT, dated as of July 28, 2021 (as amended, restated, modified or supplemented from time to time, this “Agreement”), by and among (i) Traeger, Inc., a Delaware corporation (the “Company”), (ii) AEA TGP Holdco LP, a Delaware limited partnership, and (iii) each of the Minority Investors (as defined below).
PERFORMANCE-BASED RESTRICTED STOCK GRANT NOTICE AND PERFORMANCE-BASED RESTRICTED STOCK AWARD AGREEMENTPerformance-Based Restricted Stock Award Agreement • May 10th, 2023 • Traeger, Inc. • Household appliances • Utah
not require payment as a condition precedent to recovery by the Releasees against the undersigned under this indemnity.
MANAGEMENT STOCKHOLDERS AGREEMENT by and among TRAEGER, INC. and JEREMY ANDRUS Dated as of July 28, 2021Management Stockholders Agreement • August 3rd, 2021 • Traeger, Inc. • Household appliances • Delaware
This MANAGEMENT STOCKHOLDERS AGREEMENT (as the same may be amended from time to time in accordance with its terms, the “Agreement”) is entered into as of July 28, 2021, by and among (i) Traeger, Inc., a Delaware corporation (the “Issuer”), and (ii) Jeremy Andrus (“Andrus”).
LEASE by and between WILMINGTON GARDENS GROUP L.L.C., a Utah limited liability company as Landlord and TRAEGER PELLET GRILLS LLC, a Delaware limited liability company as Tenant for SUITE 200 1215 EAST WILMINGTON AVENUE SALT LAKE CITY, UTAHLease Agreement • July 6th, 2021 • TGPX Holdings I LLC • Household appliances
Unit 1C contained within Wilmington Gardens Condominium, a Utah mixed use condominium project, as the same is identified in the Declaration of Condominium and Bylaws recorded September 18, 2015 as Entry No. 12134565 in Book 10362 at Page 6416 of the official records of the Salt Lake County, Utah Recorder (as said Declaration may heretofore have been amended or supplemented), and in the Condominium Plat recorded September 18 2015 as Entry No. 12134564, in Book 2015P of Plats at Page 220 of the official records of the Salt Lake County, Utah Recorder (as said Condominium Plat may heretofore have been amended or supplemented).
ContractLease Agreement • March 29th, 2022 • Traeger, Inc. • Household appliances • Utah
[***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and is the type that the registrant treats as private or confidential.
STOCKHOLDERS AGREEMENT by and among TRAEGER, INC. and THE STOCKHOLDERS NAMED HEREIN Dated as of July 28, 2021Stockholders Agreement • August 3rd, 2021 • Traeger, Inc. • Household appliances
This STOCKHOLDERS AGREEMENT (as the same may be amended from time to time in accordance with its terms, the “Agreement”) is entered into as of July 28, 2021, by and among (i) Traeger, Inc., a Delaware corporation (the “Issuer”); (ii) AEA Investors Fund VI LP, a Cayman Islands exempted limited partnership (“AEA VI”); (iii) AEA TGP Holdco LP (the “AEA Stockholders”); (iii) 2594868 Ontario Limited (the “OTPP Stockholder”); (iv) TCP Traeger Holdings SPV LLC, a Delaware limited liability company (the “TCP Stockholder”); and (v) any other Person who becomes a party hereto pursuant to Article V (each, such Person, the AEA Stockholder, the OTPP Stockholder and the TCP Stockholder, a “Stockholder” and such Person collectively with the AEA Stockholders, the OTPP Stockholder and the TCP Stockholder, the “Stockholders”).
TRAEGER PELLET GRILLS LLC AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • July 6th, 2021 • TGPX Holdings I LLC • Household appliances • Utah
AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) dated as of September 25, 2017, by and between Traeger Pellet Grills LLC, a Delaware limited liability company (the “Company”), Jeremy Andrus (the “Employee”) and, solely for purposes of Sections 1(a) and 4 hereof, TGP Holdings LP, a Delaware limited partnership (“Holdings”). Capitalized terms used and not defined herein shall have the meanings assigned to them in the Agreement and Plan of Merger and Partnership Interest Purchase (the “Transaction Agreement”) by and among Traeger Pellet Grills Holdings LLC, TGP Holdings III Corp, TGP Holdings Merger Sub LLC, TCP Traeger Blocker Holdings L.P., Trilantic Capital Partners Associates V L.P. and TCP Traeger Holdings SPV LLC.
SEVERANCE AND RELEASE AND WAIVER OF CLAIMS AGREEMENTSeverance Agreement • July 6th, 2021 • TGPX Holdings I LLC • Household appliances • Utah
THIS SEVERANCE AND RELEASE AND WAIVER OF CLAIMS AGREEMENT (hereinafter this “Agreement”) is entered into this 5 day of October, 2020, by and between TRAEGER PELLET GRILLS, LLC, a Delaware limited liability company (“Traeger”), and STEPHEN P. WOODSIDE (“Woodside”). Traeger and Woodside are hereinafter collectively referred to as the “Parties.”
EMPLOYMENT AGREEMENTEmployment Agreement • July 6th, 2021 • TGPX Holdings I LLC • Household appliances • Utah
EMPLOYMENT AGREEMENT (this “Agreement”), dated as of October 23, 2018 (the “Effective Date”), by and among Traeger Pellet Grills LLC, a Delaware limited liability company (the “Company”) and Stephen P. Woodside (the “Executive”) (each of the Executive and the Company, a “Party,” and collectively, the “Parties”) and, solely for purposes of Section 2.2, TGP Holdings LP, a Delaware limited partnership and an indirect parent company of the Company (“Parent”).
SECOND AMENDMENT TO LEASE AGREEMENTLease Agreement • March 29th, 2022 • Traeger, Inc. • Household appliances
This SECOND AMENDMENT TO LEASE AGREEMENT (this “Second Amendment”), dated as of the 1st day of September, 2021, is entered into by and between BRIDGE BLOQ NAC, LLC, a Delaware limited liability company (“Landlord”), and TRAEGER PELLET GRILLS, LLC, a Delaware limited liability company (“Tenant”).
FIRST AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT OF TGPX HOLDINGS I LLC Dated as of July 21, 2021Limited Liability Company Agreement • July 21st, 2021 • TGPX Holdings I LLC • Household appliances • Delaware
Reference is hereby made to that certain Limited Liability Company Agreement of TGPX Holdings I LLC (the “Company”), dated as of August 23, 2017 (the “LLC Agreement”), entered into by TGP Holdings LP, a Delaware limited partnership, as the sole member of the Company (the “Member”). All capitalized terms used in this Amendment (this “Amendment”) have the meanings ascribed to such terms in the LLC Agreement unless otherwise defined herein. This Amendment shall be dated as of the date first set forth above and as necessary to give effect to the actions contemplated hereby.
SUBLEASE BETWEEN TRAEGER PELLET GRILLS LLC AND VERKADA, INC. WILMINGTON GARDENS SALT LAKE CITY, UTAHSublease • January 19th, 2022 • Traeger, Inc. • Household appliances • Utah
AMENDMENT NO. 3Amendment No. 3 • July 6th, 2021 • TGPX Holdings I LLC • Household appliances • New York
THIS AMENDMENT NO. 3, dated as of March 2, 2020 (this “Amendment”), is entered into by and among TGP Holdings III LLC, a Delaware limited liability company (the “Lead Borrower”), Traeger Pellet Grills Holdings LLC, a Delaware limited liability company (together with the Lead Borrower, the “Borrowers”, and each a “Borrower”), TGPX Holdings II LLC, a Delaware limited liability company (“Holdings”), the Subsidiary Guarantors (as defined in the Existing Credit Agreement referred to below) party hereto, the Additional Revolving Credit Lender (as defined below) party hereto and Credit Suisse AG, Cayman Islands Branch, as Administrative Agent (in such capacity, the “Administrative Agent”).
Re: Waiver of CompensationWaiver of Compensation • July 21st, 2021 • TGPX Holdings I LLC • Household appliances
This letter serves to memorialize your agreement with Traeger, Inc. (together with its subsidiaries, the “Company”) regarding certain compensation-related matters relating to your Employment Agreement and, in certain cases, during the Waiver Period (each, as defined below). Capitalized terms used but not otherwise defined herein shall have the meaning set forth in the Amended and Restated Employment Agreement, dated as of September 25, 2017, between you, Traeger Pellet Grills LLC and TGP Holdings LP (the “Employment Agreement”), as in effect on the date hereof.
AMENDMENT NO. 3 TO FIRST LIEN CREDIT AGREEMENTFirst Lien Credit Agreement • August 8th, 2023 • Traeger, Inc. • Household appliances • New York
THIS AMENDMENT NO. 3 TO FIRST LIEN CREDIT AGREEMENT (this “Amendment”), dated as of June 2, 2023, is entered into by and between TGP HOLDINGS III LLC, a Delaware limited liability company (the “Borrower”), and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH (“CS”), as Administrative Agent (in such capacity, the “Administrative Agent”).
LIMITED LIABILITY COMPANY AGREEMENT OF TGPX HOLDINGS I LLCLimited Liability Company Agreement • July 6th, 2021 • TGPX Holdings I LLC • Household appliances • Delaware
This Limited Liability Company Agreement (this “Agreement”) of TGPX Holdings I LLC, a Delaware limited liability company (the “Company”), dated as of August 23, 2017, is entered into by TGP Holdings LP, a Delaware limited partnership, as the sole member of the Company (the “Member”). Any capitalized term used herein without definition shall have the meaning set forth in Article XI.
PURCHASE AND CONTRIBUTION AGREEMENT dated as of November 2, 2020 between TRAEGER PELLET GRILLS LLC, as Servicer and the ORIGINATORS FROM TIME TO TIME PARTY HERETO, as Originators and TRAEGER SPE LLC, as TransfereePurchase and Contribution Agreement • July 6th, 2021 • TGPX Holdings I LLC • Household appliances • New York
THIS PURCHASE AND CONTRIBUTION AGREEMENT dated as of November 2, 2020 (this “Agreement”) is among TRAEGER PELLET GRILLS LLC, a Delaware limited liability company (“Traeger”), as initial servicer (in such capacity, the “Servicer”), the originators from time to time party hereto (each, an “Originator”, and collectively, the “Originators”) and Traeger SPE LLC, a Delaware limited liability company (the “Transferee”). For good and valuable consideration, the sufficiency of which is hereby acknowledged, the parties hereto agree as follows:
AMENDMENT NO. 4Amendment No. 4 • July 6th, 2021 • TGPX Holdings I LLC • Household appliances • New York
THIS AMENDMENT NO. 4, dated as of March 20, 2020 (this “Amendment”), is entered into by and among TGP Holdings III LLC, a Delaware limited liability company (the “Lead Borrower”), Traeger Pellet Grills Holdings LLC, a Delaware limited liability company (together with the Lead Borrower, the “Borrowers”, and each a “Borrower”), TGPX Holdings II LLC, a Delaware limited liability company (“Holdings”), the Subsidiary Guarantors (as defined in the Existing Credit Agreement referred to below) party hereto, the Additional Revolving Credit Lender (as defined below) party hereto and Credit Suisse AG, Cayman Islands Branch, as Administrative Agent (in such capacity, the “Administrative Agent”).
August 31, 2022 Re: Clawback re: Accelerated Vesting of Time-Based and Performance-Based RSUs Dear Jeremy:Clawback Agreement • September 2nd, 2022 • Traeger, Inc. • Household appliances
Reference is made to that certain Restricted Stock Unit Grant Notice and Restricted Stock Unit Agreement, dated as of August 2, 2021, by and between you and Traeger, Inc. (the “Company” and, such agreement, the “Time-Vesting Agreement”) and that certain Performance-Based Restricted Stock Unit Grant Notice and Performance-Based Restricted Stock Unit Agreement, dated as of August 2, 2021, by and between you and the Company (the “Performance-Vesting Agreement” and, together with the Time-Vesting Agreement, the “Award Agreements”). Capitalized but undefined terms used herein have the meanings set forth in the applicable Award Agreement.
December 4, 2023 Dear James:Employment Agreement • December 7th, 2023 • Traeger, Inc. • Household appliances
Traeger Pellet Grills LLC. (the “Company”, “we”, or “us”) is thrilled that you have taken on the role of President of Apption Labs Limited (d/b/a MEATER), a wholly owned subsidiary of the Company. As discussed, we have agreed to provide you with the following changes and additions to your employment terms and compensation. This letter agreement (this “Letter Agreement”) amends the offer letter (the “Offer Letter”) entered into between you and the Company, dated as of February 25, 2021.
PERFORMANCE-BASED RESTRICTED STOCK GRANT NOTICE AND PERFORMANCE-BASED RESTRICTED STOCK AWARD AGREEMENTPerformance-Based Restricted Stock Grant • May 9th, 2024 • Traeger, Inc. • Household appliances • Utah
use the trade secret information in the court proceeding, if the individual files any document containing the trade secret under seal and does not disclose the trade secret, except pursuant to court order.
AMENDMENT NO. 5Amendment No. 5 • July 6th, 2021 • TGPX Holdings I LLC • Household appliances • New York
THIS AMENDMENT NO. 5, dated as of March 23, 2020 (this “Amendment”), is entered into by and among TGP Holdings III LLC, a Delaware limited liability company (the “Lead Borrower”), Traeger Pellet Grills Holdings LLC, a Delaware limited liability company (together with the Lead Borrower, the “Borrowers” and, each, a “Borrower”), TGPX Holdings II LLC, a Delaware limited liability company (“Holdings”), the Subsidiary Guarantors (as defined in the Existing Credit Agreement referred to below) party hereto, each Additional Revolving Credit Lender (as defined below) party hereto and Credit Suisse AG, Cayman Islands Branch, as Administrative Agent (in such capacity, the “Administrative Agent”).
ContractFirst Lien Credit Agreement • May 9th, 2024 • Traeger, Inc. • Household appliances • New York
FIRST LIEN CREDIT AGREEMENT CONSENT (this “Consent”), dated as of April 30, 2024 to that certain First Lien Credit Agreement, dated as of June 29, 2021, as amended by Amendment No. 1, dated as of August 18, 2021, Amendment No. 2, dated as of August 9, 2022 and Amendment No. 3, dated as of June 2, 2023 (as so amended, and as it may otherwise have been amended, supplemented or otherwise modified as of immediately prior to the date of this Consent, the “Credit Agreement”), among TGP HOLDINGS III LLC, a Delaware limited liability company (the “Lead Borrower”), TRAEGER PELLET GRILLS HOLDINGS LLC, a Delaware limited liability company (together with the Lead Borrower, the “Borrowers”), TGPX HOLDINGS II LLC, a Delaware limited liability company (“Holdings”), CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, (“Credit Suisse”), in its capacity as the Administrative Agent and Collateral Agent under the Credit Agreement and the other Loan Documents (in such capacity, the “Predecessor Agent”), and the Lende
AMENDMENT NO. 1First Lien Credit Agreement • September 10th, 2021 • Traeger, Inc. • Household appliances • New York
THIS AMENDMENT NO. 1, dated as of August 18, 2021 (this “Amendment”), is entered into by and among TGP Holdings III LLC, a Delaware limited liability company (the “Lead Borrower”), Traeger Pellet Grills Holdings LLC, a Delaware limited liability company (the “Revolving Loan Co-Borrower” and, together with the Lead Borrower, the “Borrowers”, and each a “Borrower”), TGPX Holdings II LLC, a Delaware limited liability company (“Holdings”), the Subsidiary Guarantors party hereto, the Lenders party hereto and Credit Suisse AG, Cayman Islands Branch, as Administrative Agent (in such capacity, the “Administrative Agent”).
AMENDMENT NO. 2Amendment No. 2 • July 6th, 2021 • TGPX Holdings I LLC • Household appliances • New York
This FIRST LIEN CREDIT AGREEMENT is entered into as of September 25, 2017 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time in accordance with its terms, including by Amendment No. 1 and Amendment No. 2 (each as defined below)), among TGP HOLDINGS III LLC, a Delaware limited liability company (the “Closing Date Borrower” or “Lead Borrower”), TGPX HOLDINGS II LLC, a Delaware limited liability company (“Holdings”), TRAEGER PELLET GRILLS HOLDINGS LLC, a Delaware limited liability company (the “Revolving Loan Co-Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Administrative Agent and as Collateral Agent.
AMENDMENT NO. 8 TO RECEIVABLES FINANCING AGREEMENTReceivables Financing Agreement • August 8th, 2023 • Traeger, Inc. • Household appliances • New York
This AMENDMENT NO. 8 TO RECEIVABLES FINANCING AGREEMENT, dated as of June 23, 2023 (this “Amendment”), among TRAEGER SPE LLC, a Delaware limited liability company (the “Borrower”), TRAEGER PELLET GRILLS LLC, a Delaware limited liability company (in such capacity, the “Servicer”), as initial Servicer, the Persons identified as such on the signature pages hereto as Lenders and Group Agents and MUFG BANK, LTD. (“MUFG”), as a Committed Lender, as a Group Agent and as Administrative Agent.
AMENDMENT NO. 2 TO RECEIVABLES FINANCING AGREEMENTReceivables Financing Agreement • March 29th, 2022 • Traeger, Inc. • Household appliances • New York
This AMENDMENT NO. 2 TO RECEIVABLES FINANCING AGREEMENT, dated as of February 18, 2022 (this “Amendment”), among TRAEGER SPE LLC, a Delaware limited liability company (the “Borrower”), TRAEGER PELLET GRILLS LLC, a Delaware limited liability company (in such capacity, the “Servicer”), as initial Servicer, the Persons identified as such on the signature pages hereto as Lenders and Group Agents and MUFG BANK, LTD. (“MUFG”), as a Committed Lender, as a Group Agent and as Administrative Agent.
Amendment No. 1 to Stockholders Agreement by and among TRAEGER, INC. and THE STOCKHOLDERS NAMED HEREIN Dated as of April 30, 2024Stockholders Agreement • August 7th, 2024 • Traeger, Inc. • Household appliances
This First Amendment (the “First Amendment”) to that certain Stockholders Agreement, entered into on July 28, 2021 (the “Original Stockholders Agreement”), is dated as of April 30, 2024, and entered into by and among (i) Traeger, Inc., a Delaware corporation (the “Issuer”); (ii) AEA Investors Fund VI LP, a Cayman Islands exempted limited partnership (“AEA VI”); (iii) AEA TGP Holdco LP (the “AEA Stockholders”); (iii) 2594868 Ontario Limited (the “OTPP Stockholder”); (iv) TCP Traeger Holdings SPV LLC, a Delaware limited liability company (the “TCP Stockholder”); and (v) any other Person who becomes a party thereto pursuant to Article V thereof (each, such Person, the AEA Stockholder, the OTPP Stockholder and the TCP Stockholder, a “Stockholder” and such Person collectively with the AEA Stockholders, the OTPP Stockholder and the TCP Stockholder, the “Stockholders”).
August 2, 2021 Re: Waiver of Compensation Dear Jeremy:Waiver of Compensation • September 10th, 2021 • Traeger, Inc. • Household appliances
This letter serves to memorialize your agreement with Traeger, Inc. (together with its subsidiaries, the “Company”) regarding certain compensation-related matters relating to your Employment Agreement and, in certain cases, during the Waiver Period (each, as defined below). Capitalized terms used but not otherwise defined herein shall have the meaning set forth in the Amended and Restated Employment Agreement, dated as of September 25, 2017, between you, Traeger Pellet Grills LLC and TGP Holdings LP (the “Employment Agreement”), as in effect on the date hereof.
COORDINATION AGREEMENT by and among THE AEA INVESTORS, THE OTPP INVESTORS and THE TCP INVESTORS with respect to TRAEGER, INC. Dated as of [____], 2021Coordination Agreement • July 6th, 2021 • TGPX Holdings I LLC • Household appliances • New York
This COORDINATION AGREEMENT, dated as of [____], 2021 (as amended, restated, modified or supplemented from time to time, this “Agreement”), is entered into by and among (i) the AEA Investors (as defined below), (ii) the OTPP Investors (as defined below) and (iii) the TCP Investors (as defined below) (collectively, the “Sponsors”).
