FIRST SUPPLEMENTAL INDENTUREFirst Supplemental Indenture • February 16th, 2024 • Cedar Fair L P • Services-miscellaneous amusement & recreation
This First Supplemental Indenture, dated as of July 29, 2020 (this “Supplemental Indenture”), is made among California’s Great America LLC, Galveston Waterpark LLC, New Braunfels Waterpark LLC, and Sawmill Creek LLC, each a Delaware limited liability company (collectively, the “Additional Guarantors”), Cedar Fair, L.P., a Delaware limited partnership (“Cedar Fair”), Canada’s Wonderland Company, a Nova Scotia unlimited liability company (“Cedar Canada”), Magnum Management Corporation, an Ohio corporation (“Magnum”), Millennium Operations LLC, a Delaware limited liability company (“Millennium” and together with Cedar Fair, Cedar Canada and Magnum, the “Issuers”), the Guarantors party to the Indenture referred to below and The Bank of New York Mellon, a New York banking corporation, as trustee (the “Trustee”) under the Indenture referred to below.
FIRST SUPPLEMENTAL INDENTUREFirst Supplemental Indenture • February 16th, 2024 • Cedar Fair L P • Services-miscellaneous amusement & recreation
This First Supplemental Indenture, dated as of July 29, 2020 (this “Supplemental Indenture”), is made among California’s Great America LLC, Galveston Waterpark LLC, New Braunfels Waterpark LLC, and Sawmill Creek LLC, each a Delaware limited liability company (collectively, the “Additional Guarantors”), Cedar Fair, L.P., a Delaware limited partnership (“Cedar Fair”), Canada’s Wonderland Company, a Nova Scotia unlimited liability company (“Cedar Canada”), Magnum Management Corporation, an Ohio corporation (“Magnum”), Millennium Operations LLC, a Delaware limited liability company (“Millennium” and together with Cedar Fair, Cedar Canada and Magnum, the “Issuers”), the Guarantors party to the Indenture referred to below and The Bank of New York Mellon, a New York banking corporation, as trustee (in such capacity, the “Trustee”), under the Indenture referred to below.
CEDAR FAIR, L.P. 2016 OMNIBUS INCENTIVE PLAN PERFORMANCE-BASED PHANTOM UNIT AWARD AGREEMENTPerformance-Based Phantom Unit Award Agreement • February 16th, 2024 • Cedar Fair L P • Services-miscellaneous amusement & recreation
This Performance-Based Phantom Unit Award Agreement (“Agreement”) is made pursuant to the terms and conditions of the Cedar Fair, L.P. 2016 Omnibus Incentive Plan (the “Plan”), including (without limitation) Article XI, the provisions of which are incorporated into this Agreement by reference. Capitalized terms used herein shall have the meanings used in the Plan, unless indicated otherwise.
TRANSITION AND RELEASE AGREEMENTTransition and Release Agreement • February 16th, 2024 • Cedar Fair L P • Services-miscellaneous amusement & recreation • Ohio
This TRANSITION AND RELEASE AGREEMENT (this “Agreement”) dated December 11, 2023 (the “Effective Date”), is made and entered into by and between Cedar Fair, L.P., a publicly traded Delaware limited partnership, Cedar Fair Management, Inc., an Ohio corporation (“Cedar Fair Management”), Magnum Management Corporation, an Ohio corporation (“Magnum”) and Kelley S. Ford (formerly Kelley S. Semmelroth) (the “Employee”).
CEDAR FAIR, L.P. CLAWBACK POLICY ACKNOWLEDGMENT AND AGREEMENTAcknowledgment and Agreement • February 16th, 2024 • Cedar Fair L P • Services-miscellaneous amusement & recreation
I, the undersigned executive, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, and intending to be legally bound, acknowledge and agree to the following:
