Sales AgreementSales Agreement • January 26th, 2024 • Bridger Aerospace Group Holdings, Inc. • Services-business services, nec • New York
Bridger Aerospace Group Holdings, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Stifel, Nicolaus & Company, Incorporated (“Stifel”) and Virtu Americas LLC (“Virtu”; each an “Agent” and together, the “Agents”), as follows:
•] Shares BRIDGER AEROSPACE GROUP HOLDINGS, INC. Common Stock, par value $0.0001 per share UNDERWRITING AGREEMENTUnderwriting Agreement • October 17th, 2023 • Bridger Aerospace Group Holdings, Inc. • Services-business services, nec
beneficiary of which is a member of one of such individual’s immediate family, an affiliate of such person or to a charitable organization; (iv) if the undersigned is an individual, transfers by virtue of laws of descent and distribution (including by will or intestate succession) upon death of the individual; (v) if the undersigned is an individual, transfers by operation of law, including pursuant to a qualified domestic relations order or in connection with a divorce settlement or other order of a court or administrative or regulatory agency; (vi) if the undersigned is an entity, transfers by virtue of the laws of the state of the entity’s organization and the entity’s organizational documents upon dissolution of the entity; (vii) transfers to the extent required by applicable law, statute, ordinance, treaty, regulation or legal or self-regulatory requirement or to the extent required by any governmental or self-regulatory authority exercising jurisdiction over the undersigned; (vii
DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENTIndemnification Agreement • January 27th, 2023 • Bridger Aerospace Group Holdings, Inc. • Services-business services, nec • Delaware
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is entered into as of the ______ day of ___________, 20___ (the “Effective Date”), by and between Bridger Aerospace Group Holdings, Inc., a Delaware corporation (the “Company”), and ____________________ (“Indemnitee”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 16th, 2024 • Bridger Aerospace Group Holdings, Inc. • Services-business services, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April 15, 2024, between Bridger Aerospace Group Holdings, Inc., a Delaware corporation (the “Company”), and the purchaser identified on the signature pages hereto (including its successors and assigns, “Purchaser”).
EMPLOYMENT AGREEMENTEmployment Agreement • August 12th, 2022 • Wildfire New PubCo, Inc. • Delaware
This AMENDED EMPLOYMENT AGREEMENT (this “Agreement”) dated as of December 6, 2018, by and between ElementCompany Operations, LLC (the “Company”), and James Muchmore (“Employee”).
WAIVER AND AMENDMENT NO. 1 TO LOAN AGREEMENTLoan Agreement • December 12th, 2022 • Wildfire New PubCo, Inc. • Services-business services, nec • Montana
THIS WAIVER and AMENDMENT NO. 1 TO LOAN AGREEMENT (“Amendment”) is dated as of June 08, 2022 and is by and among BRIDGER AVIATION SERVICES, LLC, a Delaware limited liability company (“Borrower”) and ROCKY MOUNTAIN BANK, its successors and assigns (“Lender”). Capitalized terms used herein but not otherwise defined herein shall have the respective meanings assigned to such terms in the Loan Agreement referred to herein below
LOAN AGREEMENT between BRIDGER AIR TANKER 2, LLC and LIVE OAK BANKING COMPANY August 10, 2020Loan Agreement • August 12th, 2022 • Wildfire New PubCo, Inc. • North Carolina
THIS LOAN AGREEMENT, dated August 10, 2020 (this “Agreement”), is made by and between BRIDGER AIR TANKER 2, LLC, a Montana limited liability company (the “Borrower”), and LIVE OAK BANKING COMPANY, a North Carolina banking corporation (the “Lender”).
AMENDED AND RESTATED LOAN AGREEMENT By and Between GALLATIN COUNTY, MONTANA And BRIDGER AEROSPACE GROUP, LLC, A DELAWARE LIMITED LIABILITY COMPANY; BRIDGER AIR TANKER, LLC, A MONTANA LIMITED LIABILITY COMPANY; BRIDGER AIR TANKER 3, LLC, A MONTANA...Loan Agreement • August 12th, 2022 • Wildfire New PubCo, Inc.
This Amended and Restated Loan Agreement, dated as of July 1, 2022 (this “Agreement”), is by and between Gallatin County, Montana, a county and political subdivision of the State of Montana (the “County”), and Bridger Aerospace Group, LLC, a Delaware limited liability company (“BAG” or the “Borrower Representative”); Bridger Air Tanker, LLC, a Montana limited liability company (“BAT”); Bridger Air Tanker 3, LLC, a Montana limited liability company (“BAT 3”); Bridger Air Tanker 4, LLC, a Montana limited liability company (“BAT 4”); Bridger Air Tanker 5, LLC, a Montana limited liability company (“BAT 5”); Bridger Air Tanker 6, LLC, a Montana limited liability company (“BAT 6”); Bridger Air Tanker 7, LLC, a Montana limited liability company (“BAT 7”); Bridger Air Tanker 8, LLC, a Montana limited liability company (“BAT 8”) Bridger Solutions International 1, LLC, a Montana limited liability company (“BSI 1”) and Bridger Solutions International 2, LLC, a Montana limited liability company (“
WARRANT ASSUMPTION AGREEMENTWarrant Assumption Agreement • January 27th, 2023 • Bridger Aerospace Group Holdings, Inc. • Services-business services, nec • New York
This Warrant Assumption Agreement (this “Warrant Assumption Agreement”) is entered into as of January 24, 2023, by and among Jack Creek Investment Corp., a Cayman Islands exempted company (“JCIC”), Wildfire New PubCo, Inc., a Delaware corporation and direct, wholly owned subsidiary of JCIC (“New PubCo”), and Continental Stock Transfer & Trust Company, a New York Limited Purpose Trust Company (the “Warrant Agent” and together with JCIC and New PubCo, collectively as the “Parties” and individually, each a “Party”).
AIRCRAFT OPERATING LEASE AGREEMENTAircraft Operating Lease Agreement • October 17th, 2023 • Bridger Aerospace Group Holdings, Inc. • Services-business services, nec • Montana
THIS AIRCRAFT OPERATING LEASE AGREEMENT (the “Agreement”) is dated as of July 10th, 2023 (the “Effective Date”), by and between Element Aviation Services, LLC, a limited liability company organized and existing under the laws of the State of Montana, (in such capacity, “Owner”) of the Aircraft (as hereinafter defined), and Bridger Aerospace Group, LLC a Montana limited liability company organized and existing under the laws of Montana, as lessee (the “Lessee”).
AMENDMENT NO. 3 TO LOAN AGREEMENTLoan Agreement • March 20th, 2023 • Bridger Aerospace Group Holdings, Inc. • Services-business services, nec • Montana
THIS AMENDMENT NO. 3 TO LOAN AGREEMENT (“Amendment”) is dated as of December 28, 2022 and is by and among BRIDGER SOLUTIONS INTERNATIONAL, LLC, a Montana limited liability company (“Borrower”) and ROCKY MOUNTAIN BANK, its successors and assigns (“Lender”). Capitalized terms used herein but not otherwise defined herein shall have the respective meanings assigned to such terms in the Loan Agreement referred to herein below
CONSENT, WAIVER AND AMENDMENT NO. 2 TO LOAN AGREEMENTLoan Agreement • December 12th, 2022 • Wildfire New PubCo, Inc. • Services-business services, nec • Montana
THIS CONSENT, WAIVER and AMENDMENT NO. 2 TO LOAN AGREEMENT (“Amendment”) is dated as of November 3, 2022 and is by and among BRIDGER AVIATION SERVICES, LLC, a Delaware limited liability company (“Borrower”) and ROCKY MOUNTAIN BANK, its successors and assigns (“Lender”). Capitalized terms used herein but not otherwise defined herein shall have the respective meanings assigned to such terms in the Loan Agreement referred to herein below.
PURSUANT TO ITEM 601(b)(10)(iv) OF REGULATION S-K, THIS EXHIBIT OMITS CERTAIN INFORMATION, IDENTIFIED BY [***], THAT IS NOT MATERIAL AND THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.Wildfire New PubCo, Inc. • September 23rd, 2022 • Services-business services, nec
This Amendment 8 (“Amendment”) is made on January 5, 2021 (date) between Longview Aviation Services Inc. (previously known as Longview Aviation Management Inc.) (“LAS”), Viking Air Limited and Bridger Air Tanker, LLC (“Purchaser”) for Contract No.: BRIDGER AIR TANKER-OCT 2017-CL415EAF-3AC_2OP(SL) (as subsequently amended, the “Purchase Agreement”), and supersedes and takes precedence over the applicable terms and conditions defined within the Purchase Agreement. The Parties agree that all capitalized terms used in this Amendment have the meanings defined within the Purchase Agreement, and the Parties agree to amend (or further amend, as applicable) the following sections and/or schedules of the Purchase Agreement:
FIRST AMENDMENT TO SERVICES AGREEMENTServices Agreement • March 20th, 2024 • Bridger Aerospace Group Holdings, Inc. • Services-business services, nec
This First Amendment to the Services Agreement (the “Amendment”) to that certain November 17, 2023 Services Agreement (the “Agreement”) by and between Bridger Aerospace Group Holdings, Inc. (“Bridger”) and Bridger Aerospace Europe, S.L.U. (the “Owner”), is dated as of January 18, 2024. Capitalized terms not defined herein shall have the same meaning as set forth in the Agreement.
LOAN AGREEMENTMortgage and Security Agreement • August 12th, 2022 • Wildfire New PubCo, Inc. • Montana
This MORTGAGE AND SECURITY AGREEMENT, dated February 3, 2020 (this “Aircraft Mortgage”), is between BRIDGER AVIATION SERVICES, LLC, a Delaware limited liability company (together with its successors and permitted assigns, the “Grantor”), and ROCKY MOUNTAIN BANK as a lender (the “Lender”) party to the Loan Agreement defined below (the Lender together, with its successors in such capacity or any of its nominees, as secured party hereunder, the “Secured Party”).
PURCHASE AND SALE AGREEMENT BY AND AMONG BRIDGER BIGHORN, LLC BRIDGER AEROSPACE GROUP HOLDINGS, INC. (SOLELY FOR THE PURPOSES OF ARTICLE III, SECTIONS 4.8, 7.2, 7.12 THROUGH 7.20, 9.1, 9.3 THROUGH 9.9, AND ARTICLE X HEREIN) AND THE FOLLOWING SELLERS:...Purchase and Sale Agreement • July 24th, 2023 • Bridger Aerospace Group Holdings, Inc. • Services-business services, nec • Delaware
THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is made and entered into as of July 21, 2023 (the “Effective Date”), by and among Bridger Bighorn, LLC, a Montana limited liability company (“Purchaser”); Robert Eisele (“R. Eisele”), and Christopher Eisele (“C. Eisele”) (collectively “Sellers” and individually a “Seller”); and, solely for the purposes of Article III, Sections 4.8, 7.1, 7.2, 7.12 through 7.20, 9.1, 9.3 through 9.9, and Article X below, Bridger Aerospace Group Holdings, Inc., a Delaware corporation (“BAER”).
PURSUANT TO ITEM 601(b)(10)(iv) OF REGULATION S-K, THIS EXHIBIT OMITS CERTAIN INFORMATION, IDENTIFIED BY [***], THAT IS NOT MATERIAL AND THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.Aircraft Purchase Agreement • September 23rd, 2022 • Wildfire New PubCo, Inc. • Services-business services, nec • Alberta
AND WHEREAS Purchaser wishes to purchase Aircraft and certain other items described in this Agreement from LAAM, on the terms and conditions specified herein;
CONSTRUCTION LOAN AGREEMENTConstruction Loan Agreement • August 12th, 2022 • Wildfire New PubCo, Inc. • Montana
THIS CONSTRUCTION LOAN AGREEMENT (this “Agreement”), dated as of September 30, 2019, is made by and between BRIDGER SOLUTIONS INTERNATIONAL, LLC, a Montana limited liability company (“Borrower”), and ROCKY MOUNTAIN BANK, its successors and assigns (“Lender”).
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 27th, 2023 • Bridger Aerospace Group Holdings, Inc. • Services-business services, nec • New York
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 24, 2023, is made and entered into by and among Bridger Aerospace Group Holdings, Inc. (f/k/a Wildfire New PubCo, Inc.), a Delaware corporation (the “Company”), Jack Creek Investment Corp., a Cayman Islands exempted company (“SPAC”), JCIC Sponsor LLC, a Cayman Islands limited liability company (the “Sponsor”), the undersigned parties listed under Existing Holders on the signature page hereto (each such party, together with the Sponsor and any person or entity deemed an “Existing Holder”, an “Existing Holder” and collectively the “Existing Holders”) and the undersigned parties listed under New Holders on the signature page hereto (each such party, together with any person or entity deemed a “New Holder” who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “New Holder” and collectively the “New Holders”). Capitalized terms used but not otherwise defined
AGREEMENT AND PLAN OF MERGER BY AND AMONG BRIDGER AEROSPACE GROUP HOLDINGS, INC., BRIDGER FMS MERGER SUB INC.,Agreement and Plan of Merger • July 1st, 2024 • Bridger Aerospace Group Holdings, Inc. • Services-business services, nec • Delaware
SERVICES AGREEMENTServices Agreement • March 20th, 2024 • Bridger Aerospace Group Holdings, Inc. • Services-business services, nec • New York
This Services Agreement (“Agreement”), is entered into as of November 17, 2023 (the “Effective Date”) by and between Bridger Aerospace Group Holdings, Inc., a Delaware corporation (“Bridger”), and Bridger Aerospace Europe, S.L.U., a sociedad de responsabilidaed limitada organized under the laws of Spain (“Owner”). Bridger and Owner may be referred to herein individually as a “Party” and collectively as the “Parties.”
AMENDED AND RESTATED SERVICES AGREEMENT Dated as of the May 8, 2024, by and between Bridger Aerospace Group Holdings, Inc., Albacete Aero, S.L.U., Bridger Aerospace Europe, S.L.U. and MAB Funding Designated Activity Company, concerning the aircraft...Amended and Restated Services Agreement • May 14th, 2024 • Bridger Aerospace Group Holdings, Inc. • Services-business services, nec • New York
This Amended and Restated Services Agreement (“Agreement”), is entered into as of May 8, 2024 (the “Amendment Date”) by and between Bridger Aerospace Group Holdings, Inc., a Delaware corporation (“Bridger”), Albacete Aero, S.L.U., a limited liability company incorporated under the laws of Spain (“Albacete”), Bridger Aerospace Europe, S.L.U., a limited liability company incorporated under the laws of Spain (“BAE”) and MAB Funding Designated Activity Company, a designated activity company (limited by shares) incorporated under the laws of Ireland (“Owner”) and amends and restates in its entirety the Services Agreement entered into on November 17, 2023 (the “Effective Date”), between Bridger and BAE. Bridger, Albacete, BAE and Owner may be referred to herein individually as a “Party” and collectively as the “Parties”.
