CREDIT AGREEMENT dated as of May 19, 2016, among YETI HOLDINGS, INC., as Borrower, The Lenders and Issuing Banks Party Hereto, BANK OF AMERICA, N.A., as Administrative Agent COMPASS BANK, as Documentation Agent NEWSTAR FINANCIAL, INC. and JEFFERIES...Credit Agreement • June 24th, 2016 • YETI Holdings, Inc. • Sporting & athletic goods, nec • New York
CREDIT AGREEMENT dated as of May 19, 2016 (this “Agreement”), among YETI HOLDINGS, INC., a Delaware corporation (the “Borrower”), the LENDERS and ISSUING BANKS party hereto and BANK OF AMERICA, N.A., as Administrative Agent.
FORM OF DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENTDirector and Officer Indemnification Agreement • June 24th, 2016 • YETI Holdings, Inc. • Sporting & athletic goods, nec • Delaware
This Director and Officer Indemnification Agreement, dated as of , 2016 (this “Agreement”), is made by and between YETI Holdings, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
YETI HOLDINGS, INC. AMENDED AND RESTATED NONQUALIFIED STOCK OPTION AGREEMENTNonqualified Stock Option Agreement • June 24th, 2016 • YETI Holdings, Inc. • Sporting & athletic goods, nec • Delaware
This AMENDED AND RESTATED NONQUALIFIED STOCK OPTION AGREEMENT (this “Agreement”) is made as of March 31, 2016 (the “Amendment Date”) by and between YETI Holdings, Inc., a Delaware corporation (the “Company”), and Roy Seiders (“Optionee”). As a condition precedent to the Company’s grant of the Option (as defined in Section 3 of this Agreement) to Optionee, (1) Optionee executed and delivered a counterpart of the Stockholders Agreement between the Company and certain of its stockholders, dated June 15, 2012, as amended by that certain amended and restated letter agreement by and among the Company, the Optionee and the other parties named thereto, dated as of September 14, 2015, as the same may be amended from time to time (the “Stockholders Agreement”) and thereby agreed to be bound by the Stockholders Agreement as an “Employee Investor” thereunder and (2) Optionee is executing the letter agreement attached hereto as Exhibit A (the “Letter Agreement”).
ADVISORY AGREEMENTAdvisory Agreement • June 24th, 2016 • YETI Holdings, Inc. • Sporting & athletic goods, nec • New York
This Advisory Agreement (this “Agreement”) is entered into as of June 15, 2012, by and between YETI Coolers, LLC, a Delaware limited liability company (together with its successors, “YETI”), and Cortec Management V, LLC, a Delaware limited liability company (“Cortec”).
CONSENT TO SUB-SUBLEASESub-Sublease • June 24th, 2016 • YETI Holdings, Inc. • Sporting & athletic goods, nec • Texas
This CONSENT TO SUB-SUBLEASE (this “Consent Agreement”) is made and entered into as of the 29 day September, 2015, by and among DRAWBRIDGE 5301 SOUTHWEST PARKWAY, LLC, a Delaware limited liability company (“Landlord”); OVERWATCH SYSTEMS, LTD., a Delaware corporation (“Tenant”), YETI COOLERS, LLC, a Delaware limited liability company (“First Subtenant”), and AVAI Ventures, Inc a Texas corporation (“Second Subtenant”).
FIRST SUBLEASE AMENDMENTFirst Sublease Amendment • June 24th, 2016 • YETI Holdings, Inc. • Sporting & athletic goods, nec
This is the First Sublease Amendment (“Amendment”) to that certain Sublease dated February 8, 2013 by and between Yeti Coolers, LLC, a Delaware limited liability company (“Sublessee”) and Overwatch Systems, LTD, a Delaware corporation (“Sublessor”).
MASTER TOOLING AND PRODUCT SUPPLY AGREEMENTMaster Tooling and Product Supply Agreement • June 24th, 2016 • YETI Holdings, Inc. • Sporting & athletic goods, nec • Texas
This Master Tooling and Product Supply Agreement (“Agreement”) is entered into as of the Effective Date by Party A and Party B for the purpose of establishing a business relationship involving the provision by Party B of Products (as hereinafter defined) and/or services to Party A.
SUBLEASE AGREEMENTSublease Agreement • June 24th, 2016 • YETI Holdings, Inc. • Sporting & athletic goods, nec
THIS SUBLEASE AGREEMENT (this “Sublease”) is made and entered into this 8 day of February, 2013, by and between YETI COOLERS, LLC, a Delaware limited liability company (the “Sublessee”) and OVERWATCH SYSTEMS, LTD., a Delaware corporation, (the “Sublessor”).
LANTANA RIDGE OFFICE LEASE BY AND BETWEEN LANTANA RIDGE JV, LLC AND YETI COOLERS, LLC DATED JANUARY 27, 2016Office Lease • June 24th, 2016 • YETI Holdings, Inc. • Sporting & athletic goods, nec • Texas
This lease summary (“Lease Summary”) is made a part of the Lease and it shall be incorporated into the provisions thereof; provided, however, that to the extent that there exists a conflict between this Lease Summary and the Lease, the Lease shall govern.
CONSENT TO SECOND SUBLEASE AMENDMENTConsent Agreement • June 24th, 2016 • YETI Holdings, Inc. • Sporting & athletic goods, nec • Texas
This CONSENT TO SECOND SUBLEASE AMENDMENT (this “Consent Agreement”) is made and entered into as of the 6 day of May, 2016, by and among OVERWATCH SYSTEMS, LTD., d/b/a/ Textron Systems Advanced Information Solutions a Delaware corporation (“Tenant”), YETI COOLERS, LLC, a Delaware limited liability company (“Subtenant”), and DRAWBRIDGE 5301 SOUTHWEST PARKWAY, LLC, a Delaware limited liability company (“Landlord”), as successor in interest to OS AUSTIN PROJECT CORPORATION, a Delaware corporation.
Strictly Confidential Mr. David L. Schnadig Yeti Holdings, Inc. 5301 Southwest Parkway Austin, TX 78735 Dear Dave:Strictly Confidential • June 24th, 2016 • YETI Holdings, Inc. • Sporting & athletic goods, nec • Delaware
This letter evidences the agreement (the “Agreement”) between Harris Williams LLC, doing business as Harris Williams & Co. (“HW&Co.”), and Yeti Holdings, Inc. (the “Company”) pursuant to which HW&Co. will provide mergers and acquisitions and other related strategic/financial advisory services (the “Services”) to the Company as and when requested by the Company with respect to the possible merger, sale, initial public offering or other extraordinary transaction involving the Company (a “Transaction”). The Company has engaged HW&Co. for a term of twelve (15) months from the Effective Date (as defined herein as the date first written above of April 1, 2016). HW&Co. understands that the Company has engaged other financial advisors to assist with a possible Transaction and HW&Co. will work with such financial advisors as the Company so instructs.
