Getty Images Holdings, Inc. Sample Contracts

PROVIDING FOR THE ISSUANCE OF NOTES IN SERIES
Indenture • March 14th, 2023 • Getty Images Holdings, Inc. • Services-business services, nec • New York

INDENTURE, dated as of February 19, 2019, as amended or supplemented from time to time (this “Indenture”), among GETTY IMAGES, INC. a Delaware corporation, the Subsidiary Guarantors from time to time parties hereto and WILMINGTON TRUST, NATIONAL ASSOCIATION, as trustee (in such capacity, the “Trustee”).

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THIRD AMENDMENT TO EMPLOYMENT AGREEMENT GENE FOCA
Employment Agreement • March 15th, 2024 • Getty Images Holdings, Inc. • Services-business services, nec • New York

THIS AMENDMENT (this “Amendment”) is entered into as of May 1, 2023 (the “Effective Date”) by and between Getty Images (US), Inc., a New York corporation (the “Company”), and Gene Foca (the “Executive”).

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THE GETTY IMAGES HOLDINGS, INC. 2022 EQUITY INCENTIVE PLAN Restricted Stock Unit Award Agreement
Restricted Stock Unit Award Agreement • March 15th, 2024 • Getty Images Holdings, Inc. • Services-business services, nec • Delaware

This Restricted Stock Unit Award Agreement (this “Agreement”) is made by and between Getty Images Holdings, Inc., a corporation organized and existing under the laws of Delaware (the “Company”) and the individual listed on the applicable Grant Notice (the “Participant”), effective as of the date listed on the applicable Grant Notice (the “Date of Grant”).

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INDEMNIFICATION AGREEMENT
Indemnification Agreement • July 28th, 2022 • Getty Images Holdings, Inc. • Services-business services, nec • Delaware

THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of [●], 2022, by and between Getty Images Holdings, Inc., a Delaware corporation (the “Company”), and the undersigned (“Indemnitee”). Capitalized terms not defined elsewhere in this Agreement are used as defined in Section 14.

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THE GETTY IMAGES HOLDINGS, INC. EARN OUT PLAN Restricted Stock Unit Award Agreement
Restricted Stock Unit Award Agreement • March 15th, 2024 • Getty Images Holdings, Inc. • Services-business services, nec • Delaware

This Restricted Stock Unit Award Agreement (this “Agreement”) is made by and between Getty Images Holdings, Inc., a corporation organized and existing under the laws of Delaware (the “Company”) and [●] (the “Participant”), effective as of __________, 2022 (the “Date of Grant”).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • July 28th, 2022 • Getty Images Holdings, Inc. • Services-business services, nec • Delaware

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of July 22, 2022 by and among Getty Images Holdings, Inc., a Delaware corporation (as successor to Vector Holding, LLC, a Delaware limited liability company, the “Company”), and the persons and entities identified on Schedule A hereto (each such person, together with each Affiliate of such person that acquires Registrable Securities (as defined below) from such first Person other than pursuant to a registered offering or Rule 144 (but only for so long as such Affiliate holds Registrable Securities), and their respective successors and permitted assigns, an “Investor”).

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WARRANT ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENT
Warrant Assignment, Assumption and Amendment Agreement • July 28th, 2022 • Getty Images Holdings, Inc. • Services-business services, nec • New York

This WARRANT ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENT (this “Agreement”) is made as of July 22, 2022, by and among CC Neuberger Principal Holdings II, a Cayman Islands exempted company (“CCNB”), Vector Holding, LLC, a Delaware limited liability company, to be converted into a Delaware corporation pursuant to the Statutory Conversation (“New CCNB”), Continental Stock Transfer & Trust, a New York limited purpose trust company (the “Predecessor Warrant Agent”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the “Successor Warrant Agent”). Capitalized terms used but not defined in this Agreement shall have the respective meanings ascribed to such terms in the Business Combination Agreement (as defined below).

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Second Supplemental Indenture
Second Supplemental Indenture • March 15th, 2024 • Getty Images Holdings, Inc. • Services-business services, nec • New York

THIS SECOND SUPPLEMENTAL INDENTURE, dated as of March 29, 2023 (this “Supplemental Indenture”), is by and among Getty Images, Inc., a corporation duly organized and existing under the laws of the State of Delaware (and its successors and assigns, the “Company”), Getty Images Holdings, Inc., a corporation duly organized and existing under the laws of the State of Delaware (the “Parent Guarantor”), and Wilmington Trust, National Association, as trustee (the “Trustee”).

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THE GETTY IMAGES HOLDINGS, INC. 2022 EQUITY INCENTIVE PLAN Nonqualified Stock Option Award Agreement
Nonqualified Stock Option Award Agreement • March 14th, 2023 • Getty Images Holdings, Inc. • Services-business services, nec • Delaware

This Stock Option Award Agreement (this “Agreement”) is made by and between Getty Images Holdings, Inc., a corporation organized and existing under the laws of Delaware (the “Company”) and the individual listed on the applicable Grant Notice (the “Participant”), effective as of the date listed on the applicable Grant Notice (the “Date of Grant”).

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THE GETTY IMAGES HOLDINGS, INC. EARN OUT PLAN Restricted Stock Unit Award Agreement
Restricted Stock Unit Award Agreement • August 21st, 2023 • Getty Images Holdings, Inc. • Services-business services, nec • Delaware

This Restricted Stock Unit Award Agreement (this “Agreement”) is made by and between Getty Images Holdings, Inc., a corporation organized and existing under the laws of Delaware (the “Company”) and the individual listed on the applicable Grant Notice (the “Participant”), effective as of the date listed on the applicable Grant Notice (the “Date of Grant”).

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THE GETTY IMAGES HOLDINGS, INC. 2022 EQUITY INCENTIVE PLAN Performance Restricted Stock Unit Award Agreement
Performance Restricted Stock Unit Award Agreement • March 14th, 2023 • Getty Images Holdings, Inc. • Services-business services, nec • Delaware

This Performance Restricted Stock Unit Award Agreement (this “Agreement”) is made by and between Getty Images Holdings, Inc., a corporation organized and existing under the laws of Delaware (the “Company”) and the individual listed on the applicable Grant Notice (the “Participant”), effective as of the date listed on the applicable Grant Notice (the “Date of Grant”).

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THE GETTY IMAGES HOLDINGS, INC. 2022 EQUITY INCENTIVE PLAN Performance Restricted Stock Unit Award Agreement
Performance Restricted Stock Unit Award Agreement • March 15th, 2024 • Getty Images Holdings, Inc. • Services-business services, nec • Delaware

This Performance Restricted Stock Unit Award Agreement (this “Agreement”) is made by and between Getty Images Holdings, Inc., a corporation organized and existing under the laws of Delaware (the “Company”) and the individual listed on the applicable Grant Notice (the “Participant”), effective as of the date listed on the applicable Grant Notice (the “Date of Grant”).

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