INDEMNIFICATION And Advancement AGREEMENTIndemnification Agreement • November 22nd, 2021 • Milan Laser Inc. • Services-personal services • Delaware
This Indemnification and Advancement Agreement (“Agreement”) is made as of ________ __, 2021 by and between Milan Laser Inc., a Delaware corporation (the “Company”), and ______________, a member of the Board of Directors or an officer of the Company (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering indemnification and advancement (provided that this Agreement is a supplement to and in furtherance of the Bylaws (as defined below), Certificate of Incorporation (as defined below), the Stockholders’ Agreement (as defined below) and any resolutions adopted pursuant thereto, and is not a substitute therefor, nor diminishes or abrogates any rights of Indemnitee thereunder).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 22nd, 2021 • Milan Laser Inc. • Services-personal services • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of [ ], 2021 by and among Milan Laser Inc., a Delaware corporation (the “Corporation”), and each Person identified on the Schedule of Holders attached hereto as of the date hereof (such Persons, collectively, the “Original Equity Owner Parties”).
Milan Letterhead]Employment Agreement • November 5th, 2021 • Milan Laser Inc. • Services-personal services • Nebraska
This employment letter agreement (this “Agreement”) is intended to memorialize our agreement regarding the terms of your employment with Milan Parent, LLC (or such direct or indirect parent, subsidiary or affiliate that may employ you from time to time, the “Employer”), a subsidiary of Milan Laser Inc. (“Milan”) in connection with the initial public offering of Milan (the “IPO”), and your related compensation and benefits. Where the context requires, references in this Agreement to actions taken by Milan shall refer to actions taken by the Employer at Milan’s request or direction. This Agreement shall become effective as of, and contingent upon the occurrence of, the completion of the IPO (the date of such completion, the “Effective Date”).
FIRST AMENDMENT TO CREDIT AND GUARANTY AGREEMENTCredit and Guaranty Agreement • November 22nd, 2021 • Milan Laser Inc. • Services-personal services • New York
This CREDIT AND GUARANTY AGREEMENT (as the same may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”) is entered into as of April 27, 2021, by and among MILAN LASER HOLDINGS LLC, a Delaware limited liability company (the “Borrower”), MILAN INTERMEDIATE LLC, a Delaware limited liability company, (“Holdings”), each of the Subsidiary Guarantors party hereto from time to time, OWL ROCK CAPITAL CORPORATION (“ORCC”), as Administrative Agent and Collateral Agent, each Issuing Bank from time to time party hereto, and each Lender from time to time party hereto.
Offer HighlightsEmployment Agreement • October 15th, 2021 • Milan Laser Inc. • Services-personal services
This agreement is made this 3rd day of August 2020 by and between Milan Laser Corporate, a Nebraska corporation, hereinafter referred to as "Milan" and Clint Weiler, hereinafter referred to as "Employee."
TAX RECEIVABLE AGREEMENT by and among MILAN LASER INC. MILAN PARENT, LLC, THE SEVERAL TRA HOLDERS (AS DEFINED HEREIN) FROM TIME TO TIME PARTY HERETO Dated as of [ ● ], 2021Tax Receivable Agreement • November 5th, 2021 • Milan Laser Inc. • Services-personal services • New York
This TAX RECEIVABLE AGREEMENT (this “Agreement”), dated as of [ ● ], 2021, is hereby entered into by and among Milan Laser Inc., a Delaware corporation (the “Corporation”), Milan Parent, LLC, a Delaware limited liability company (“Milan LLC”), the Persons identified on Annex 1 to this Agreement (the “Non-Blocker TRA Holders”) and Green Equity Investors Side VII, L.P., a Delaware limited partnership (the “Blocker Shareholder”, and collectively with the Non-Blocker TRA Holders and each other Person who becomes party hereto by satisfying the Joinder Requirement, the “TRA Holders”).
STOCKHOLDERS AGREEMENT by and among Milan Laser Inc. and The Initial StockholdersStockholders Agreement • November 22nd, 2021 • Milan Laser Inc. • Services-personal services • Delaware
FORM OF MANAGEMENT SERVICES AGREEMENT BETWEEN AND Milan Laser Corporate LLCManagement Services Agreement • October 15th, 2021 • Milan Laser Inc. • Services-personal services
This Management Services Agreement (“Agreement”) is made by and among __________________________, a _____________________ (“Provider”), Provider’s sole owner, __________________________, M.D. (“Owner”), and Milan Laser Corporate LLC, a Nebraska limited liability company with a principal place of business at 17645 Wright Street, Omaha, NE 68130 (“Manager”). This Agreement is effective as of ____________________, ____ (the “Effective Date”).
THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of MILAN PARENT, LLC Dated as of [ l ], 2021Limited Liability Company Agreement • November 22nd, 2021 • Milan Laser Inc. • Services-personal services • Delaware
THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of MILAN PARENT, LLC, a Delaware limited liability company (the “Company”), dated as of [ l ], 2021 (the “Restatement Date”), by and among the Company, Milan Laser Inc., a Delaware corporation (“PubCo”, as the initial Manager (as defined below)), and the Members (as defined below).
