SKYLINE CHAMPION CORPORATION INDEMNIFICATION AGREEMENTIndemnification Agreement • June 6th, 2018 • Skyline Champion Corp • Mobile homes • Indiana
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of June 4, 2018, between Skyline Champion Corporation, an Indiana corporation (the “Company”), and [ ] (“Indemnitee”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • November 26th, 2014 • Skyline Corp • Mobile homes • Indiana
This Indemnification Agreement (this “Agreement”) is entered into as of November 25, 2014 (the “Effective Date”) by and between Skyline Corporation, an Indiana corporation (the “Company”), and (the “Indemnitee”).
CREDIT AGREEMENT dated as of July 21, 2017 among SKYLINE CORPORATION, the other Loan Parties party hereto, and JPMORGAN CHASE BANK, N.A.Credit Agreement • July 27th, 2017 • Skyline Corp • Mobile homes
CREDIT AGREEMENT dated as of July 21, 2017 (as it may be amended or modified from time to time, together with all Exhibits, Schedules and Riders annexed hereto from time to time, each of which is hereby incorporated herein and made a part hereof, this “Agreement”), by and among SKYLINE CORPORATION, an Indiana corporation, the other Borrowers party hereto, the other Loan Parties party hereto, and JPMORGAN CHASE BANK, N.A. (the “Lender”).
CREDIT AGREEMENT dated as of June 5, 2018 among SKYLINE CHAMPION CORPORATION, as Holdings, CHAMPION HOME BUILDERS, INC., as the Borrower, The LENDERS Party Hereto, and CITIZENS BANK, N.A., as Administrative Agent and Collateral Agent CITIZENS BANK,...Collateral Agreement • June 6th, 2018 • Skyline Champion Corp • Mobile homes • Indiana
WHEREAS, pursuant to the Share Contribution and Exchange Agreement, dated as of January 5, 2018 (as amended, supplemented or otherwise modified from time to time prior to the date hereof, the “Contribution and Exchange Agreement”), by and among, inter alios, Holdings and Champion Enterprises Holdings, LLC, a Delaware limited liability company (“CEH”), CEH and Holdings consummated a share contribution and exchange, effective June 1, 2018, pursuant to which CEH contributed the CHB Shares (as defined in the Contribution and Exchange Agreement) to Holdings in exchange for the issuance to CEH of duly authorized, validly issued, fully-paid and non-assessable common shares in Holdings (the “Contribution and Exchange”); and
Skyline Champion Corporation Performance Stock Unit AgreementPerformance Stock Unit Agreement • May 24th, 2022 • Skyline Champion Corp • Mobile homes
This Performance Stock Unit Agreement (this “Agreement”), is made, effective as of January 13, 2022 (the “Date of Grant”), between Skyline Champion Corporation (the “Company”), and the individual named above (the “Participant”), pursuant to and subject to the terms of the Company’s 2018 Equity Incentive Plan (as amended from time to time, the “Plan”).
Skyline Champion Corporation Restricted Stock Unit Award Agreement (Employees)Restricted Stock Unit Award Agreement (Employees • May 24th, 2022 • Skyline Champion Corp • Mobile homes
This agreement (this “Agreement”) evidences an award (the “Award”) of restricted stock units granted by Skyline Champion Corporation (the “Company”) to the individual named above (the “Participant”), pursuant to and subject to the terms of the Company’s 2018 Equity Incentive Plan (as amended from time to time, the “Plan”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 26th, 2021 • Skyline Champion Corp • Mobile homes • Michigan
This Employment Agreement (this “Agreement”) is made and entered into as of the 17tht day of June 2019 (the “Effective Date”) by and between Champion Home Builders, Inc. (the “Company”) and Robert M. Spence (the “Executive”).
Skyline Champion Corporation 2018 Equity Incentive PlanNon-Statutory Stock Option Agreement (Employees) • May 26th, 2021 • Skyline Champion Corp • Mobile homes
This agreement (this “Agreement”) evidences a stock option granted by Skyline Champion Corporation (the “Company”) to the undersigned (the “Participant”) pursuant to the Company’s 2018 Equity Incentive Plan (as amended from time to time, the “Plan”), which is incorporated herein by reference. Except as otherwise defined herein, all capitalized terms used herein shall have the same meaning as provided in the Plan.
REGISTRATION RIGHTS AGREEMENT by and among SKYLINE CHAMPION CORPORATION, CHAMPION ENTERPRISES HOLDINGS, LLC, THE BAIN SHAREHOLDER, THE CENTERBRIDGE SHAREHOLDER, THE MAK CAPITAL SHAREHOLDER, ARTHUR J. DECIO and certain other INVESTORS DATED AS OF JUNE...Registration Rights Agreement • June 6th, 2018 • Skyline Champion Corp • Mobile homes • Indiana
This REGISTRATION RIGHTS AGREEMENT (as it may be amended from time to time in accordance with the terms hereof, the “Agreement”), dated as of June 1, 2018, is made by and among:
Skyline Champion Corporation 10,750,202 Shares Common Stock ($0.0277 par value) Underwriting AgreementSkyline Champion Corp • March 1st, 2019 • Mobile homes • New York
Skyline Champion Corporation 4,500,000 Shares Common Stock ($0.0277 par value) Underwriting AgreementSkyline Champion Corp • November 29th, 2018 • Mobile homes • New York
The public offering price per share for the Securities is as follows: As to each investor, the price per share for the Shares shall be the price paid by such investor.
AMENDED AND RESTATED CREDIT AGREEMENT dated as of July 7, 2021 among SKYLINE CHAMPION CORPORATION, as Holdings, CHAMPION HOME BUILDERS, INC., as the Borrower, The LENDERS Party Hereto, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative...Credit Agreement • July 13th, 2021 • Skyline Champion Corp • Mobile homes • New York
Exhibit H-1 — Form of U.S. Tax Compliance Certificate (For Non-U.S. Lenders That Are Not Partnerships For U.S. Federal Income Tax Purposes)
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • May 26th, 2021 • Skyline Champion Corp • Mobile homes • Michigan
This Amended and Restated Employment Agreement (the “Agreement”) is made and entered into as of June 4, 2018 (the “Effective Date”) by and between Champion Home Builders, Inc. (the “Company”) and Keith Anderson (the “Executive”). For the avoidance of doubt, the effectiveness of this Agreement is contingent upon the occurrence of the Exchange (as defined below).
EMPLOYMENT AGREEMENTEmployment Agreement • May 26th, 2021 • Skyline Champion Corp • Mobile homes • Michigan
This Employment Agreement (this “Agreement”) is made and entered into as of the 4th day of June, 2018 (the “Effective Date”) by and between Champion Home Builders, Inc. (the “Company”) and Laurie Hough (the “Executive”).
REAL PROPERTY PURCHASE AGREEMENTReal Property Purchase Agreement • October 10th, 2014 • Skyline Corp • Mobile homes • Indiana
This Real Property Purchase Agreement (“Agreement”) is entered into as of the 7th day of October, 2014 (the “Effective Date”), by and between Sky RE Holding LLC, an Indiana limited liability company (“Purchaser”) and Skyline Corporation, an Indiana corporation (“Seller”).
Restricted Stock Unit Award Agreement (Non-Employee Directors)Skyline Champion Corp • May 26th, 2021 • Mobile homes
This agreement (this “Agreement”) evidences an award (the “Award”) of restricted stock units granted by Skyline Champion Corporation (the “Company”) to the individual named above (the “Participant”), pursuant to and subject to the terms of the Company’s 2018 Equity Incentive Plan (as amended from time to time, the “Plan”).
Skyline Champion Corporation 10,000,000 Shares Common Stock ($0.0277 par value) Underwriting AgreementSkyline Champion Corp • September 24th, 2018 • Mobile homes • New York
SECURITY AGREEMENTSecurity Agreement • July 27th, 2017 • Skyline Corp • Mobile homes
THIS SECURITY AGREEMENT (as it may be amended or modified from time to time, this “Security Agreement”) is entered into as of July 21, 2017 by and among Skyline Corporation, an Indiana corporation (the “Company”), Skyline Homes, Inc., a California corporation, Homette Corporation, an Indiana corporation, Layton Homes Corp., and Indiana corporation, the other Loan Parties party hereto from time to time (each of the foregoing a “Grantor”, and collectively, the “Grantors”), and JPMorgan Chase Bank, N.A., (the “Lender”).
LOAN AND SECURITY AGREEMENT Dated: March 20, 2015Loan and Security Agreement • March 26th, 2015 • Skyline Corp • Mobile homes
FIRST BUSINESS CAPITAL CORP., a Wisconsin corporation (the “Lender”), 401 Charmany Drive, Madison, Wisconsin 53719, and SKYLINE CORPORATION, an Indiana corporation (“Parent”) and its wholly-owned subsidiaries, HOMETTE CORPORATION (“Homette”) and LAYTON HOMES CORP. (“Layton”), each an Indiana corporation, and SKYLINE HOMES, INC. (“Homes”), a California corporation (Homette, Layton and Homes, herein collectively, the “Consolidated Subsidiaries” and together with Parent, the “Debtor”), whose chief executive office is located at 2520 ByPass Road, Elkhart, Indiana 46514, agree as follows:
SHARE CONTRIBUTION & EXCHANGE AGREEMENT BY AND AMONG SKYLINE CORPORATION, AND CHAMPION ENTERPRISES HOLDINGS, LLC Dated as of January 5, 2018Exchange Agreement • January 5th, 2018 • Skyline Corp • Mobile homes • Indiana
THIS SHARE CONTRIBUTION & EXCHANGE AGREEMENT is made and entered into as of January 5, 2018 (this “Agreement“), by and among Skyline Corporation, an Indiana corporation (“Company“), and Champion Enterprises Holdings, LLC, a Delaware limited liability company (“Contributor“). Company and Contributor are each a “Party” and referred to collectively herein as the “Parties.” Certain capitalized terms used in this Agreement are defined in Exhibit A.
Third Amendment to Loan and Security Agreement dated January 10, 2017 by and among Skyline Corporation, Homette Corporation, Layton Homes Corp., Skyline Homes Inc., and First Business Capital Corp.Loan and Security Agreement • January 12th, 2017 • Skyline Corp • Mobile homes
MORTGAGE (Marion County, Florida) BY SKYLINE CORPORATION AS MORTGAGOR TO FIRST BUSINESS CAPITAL CORP., AS MORTGAGEE Dated: March 20, 2015Skyline Corp • March 26th, 2015 • Mobile homes
THIS MORTGAGE SECURES CERTAIN LOANS IN AN AGGREGATE PRINCIPAL AMOUNT OF UP TO $10,000,000.00; PROVIDED THAT NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, ENFORCEMENT OF THIS MORTGAGE IS LIMITED TO A PRINCIPAL DEBT AMOUNT OF $2,400,000.
AMENDED AND RESTATED COORDINATION AGREEMENT by and among BAIN CAPITAL CREDIT, CENTERBRIDGE PARTNERS, and MAK CHAMPION INVESTMENT, LLC Dated as of May 31, 2018Coordination Agreement • June 6th, 2018 • Skyline Champion Corp • Mobile homes • New York
NOW THEREFORE, in consideration of the mutual covenants contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows:
Champion Homes, Inc. Restricted Stock Unit Award Agreement (Employees)Restricted Stock Unit Award Agreement (Employees) • August 7th, 2024 • Champion Homes, Inc. • Mobile homes
This agreement (this “Agreement”) evidences an award (the “Award”) of restricted stock units granted by Champion Homes, Inc. (the “Company”) to the individual named above (the “Participant”), pursuant to and subject to the terms of the Company’s 2018 Equity Incentive Plan (as amended from time to time, the “Plan”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • October 10th, 2014 • Skyline Corp • Mobile homes • Indiana
AGREEMENT made this day 7th of October, 2014 by and among Evergreen Recreational Vehicles, LLC, an Indiana limited liability company (“Buyer”), and Skyline Corporation, an Indiana corporation (“Seller”).
INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • September 28th, 2023 • Skyline Champion Corp • Mobile homes • Ontario
WHEREAS the Company and the Investor have entered into a share subscription agreement dated August 14, 2023 (the “Subscription Agreement”) pursuant to which the Company has agreed to issue, and the Investor has agreed to purchase, 33,550,000 Shares and 27,450,000 New Preferred Shares (the “Purchased Shares”);
AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT AND COMPANY DISCLOSURE SCHEDULESecurities Purchase Agreement • October 19th, 2023 • Skyline Champion Corp • Mobile homes
This Amendment No. 1, dated October 13, 2023 (this “Amendment”), amends that certain Securities Purchase Agreement (the “Purchase Agreement”), dated as of August 23, 2023, by and among Skyline Champion Corporation, an Indiana corporation (“Parent”); Champion Home Builders, Inc., a Delaware corporation and subsidiary of Parent (“CHB”); Champion Retail Housing, Inc., a Delaware corporation and subsidiary of Parent (“CHR” and together with CHB, “Buyers”, and each individually, a “Buyer”); Regional Holdings Corporation, a Mississippi corporation (“Regional”); Regional Underwriters, Inc., a Saint Kitts and Nevis corporation (“Regional Underwriters”); Heath Jenkins, a resident of Mississippi (“Heath Jenkins” and tougher with Regional and Regional Underwriters, “Sellers”, and each individually, “Seller”); Dana Jenkins, a resident of Mississippi (“Dana Jenkins”) solely with respect to the sale of Helicon Insurance, LLC; and Heath Jenkins, as the Sellers’ Representative (the “Sellers’ Represent
TRANSITION SERVICES AGREEMENTTransition Services Agreement • June 6th, 2018 • Skyline Champion Corp • Mobile homes • Indiana
WHEREAS, Company and Contributor have entered into that certain Share Contribution & Exchange Agreement dated as of the date hereof (the “Contribution & Exchange Agreement”), pursuant to which Contributor has agreed to contribute all of the issued and outstanding shares of (i) capital stock of CHB International B.V., a Dutch private limited liability company (besloten vennootschap met beperkte aansprakelijkheid) and (ii) capital stock of Champion Home Builders, Inc., a Delaware corporation, to Company, and in exchange, Company has agreed to issue the Exchange Shares (such transaction, the “Exchange”); and
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • June 30th, 2015 • Skyline Corp • Mobile homes • Indiana
This EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is made effective as of the 25th day of June, 2015, by and between SKYLINE CORPORATION, an Indiana corporation (“Company”), and RICHARD W. FLOREA (“Executive”).
PATENT AND TRADEMARK SECURITY AGREEMENTPatent and Trademark Security Agreement • March 26th, 2015 • Skyline Corp • Mobile homes
This Agreement, dated as of March 20, 2015, is made by and between SKYLINE CORPORATION, an Indiana corporation, having a business location at the address set forth below under its signature (the “Debtor”), and FIRST BUSINESS CAPITAL CORP., a Wisconsin corporation, having a business location at the address set forth below under its signature (the “Secured Party”).
INVESTOR RIGHTS AGREEMENT by and among SKYLINE CHAMPION CORPORATION, CHAMPION ENTERPRISES HOLDINGS, LLC, BAIN CAPITAL CREDIT, CENTERBRIDGE PARTNERS, and MAK CHAMPION INVESTMENT, LLC Dated as of June 1, 2018Investor Rights Agreement • June 6th, 2018 • Skyline Champion Corp • Mobile homes • Indiana
NOW THEREFORE, in consideration of the mutual covenants contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows:
VOTING AGREEMENTVoting Agreement • January 5th, 2018 • Skyline Corp • Mobile homes • Indiana
This VOTING AGREEMENT (this “Agreement”), is dated as of January 5, 2018, by and among Champion Enterprises Holdings, LLC, a Delaware limited liability company (“Contributor”) and each of the shareholders of Skyline Corporation, an Indiana corporation (“Company”) listed on the signature pages hereto (each a “Shareholder” and collectively, the “Shareholders”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to such terms in the Exchange Agreement (as defined below) as of the date hereof.
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT AND WAIVER OF DEFAULTSLoan and Security Agreement • October 15th, 2015 • Skyline Corp • Mobile homes • Wisconsin
This First Amendment to Loan and Security Agreement and Waiver of Defaults, dated as of October 14, 2015, is made by and among SKYLINE CORPORATION, an Indiana corporation (“Parent”) and its wholly-owned subsidiaries, HOMETTE CORPORATION (“Homette”) and LAYTON HOMES CORP. (“Layton”), each an Indiana corporation, and SKYLINE HOMES, INC. (“Homes”), a California corporation (Homette, Layton and Homes, herein collectively, the “Consolidated Subsidiaries” and together with Parent, the “Debtor”), and FIRST BUSINESS CAPITAL CORP., a Wisconsin corporation (“Lender”).
DEED OF TRUSTSkyline Corp • March 26th, 2015 • Mobile homes
This DEED OF TRUST, made this 20th day of March, 2015 between SKYLINE HOMES, INC., a California corporation, herein called TRUSTOR whose address is 2520 ByPass Road, Elkhart, Indiana, and First American Title Insurance Company herein called TRUSTEE, for the benefit of FIRST BUSINESS CAPITAL CORP., herein called BENEFICIARY whose address is 401 Charmany Drive, Madison, WI 53719.
REAL ESTATE PURCHASE AGREEMENTReal Estate Purchase Agreement • March 2nd, 2017 • Skyline Corp • Mobile homes • Texas
This Real Estate Purchase Agreement (this “Agreement”) is made and entered into this 24th day of February, 2017 (the “Effective Date”) by and between SKYLINE CORPORATION, an Indiana corporation (“Seller”), and CHAMPION HOME BUILDERS, INC., a Delaware corporation or its assigns (“Purchaser”), pursuant to the terms and conditions set forth herein.
