MARCUS & MILLICHAP, INC. FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • August 26th, 2013 • Marcus & Millichap, Inc. • Real estate agents & managers (for others) • Delaware
This Indemnification Agreement (this “Agreement”) is made as of [ ], by and between Marcus & Millichap, Inc., a Delaware corporation (the “Company”), and [ ] (“Indemnitee”).
FORM OF AMENDMENT, RESTATEMENT AND FREEZING OF STOCK APPRECIATION RIGHTS AGREEMENTStock Appreciation Rights Agreement • August 26th, 2013 • Marcus & Millichap, Inc. • Real estate agents & managers (for others) • California
This Amendment, Restatement and Freeze of Stock Appreciation Rights Agreement (this “Agreement”) is made and entered into effective as of [ ], 2013 (the “Effective Date”) by and between Marcus & Millichap Real Estate Investment Services, Inc., a California corporation (the “Company”), and [ ] (“Employee”).
MARCUS AND MILLICHAP, INC. FORM OFStock Option Award Agreement • August 26th, 2013 • Marcus & Millichap, Inc. • Real estate agents & managers (for others) • California
Unless otherwise defined herein, the terms defined in the Marcus and Millichap, Inc. 2013 Omnibus Equity Incentive Plan (the “Plan”) will have the same defined meanings in this Stock Option Award Agreement (the “Award Agreement”).
FORM OF TRANSITION SERVICES AGREEMENTTransition Services Agreement • August 26th, 2013 • Marcus & Millichap, Inc. • Real estate agents & managers (for others) • Delaware
THIS TRANSITION SERVICES AGREEMENT (this “Agreement”) is made and entered into as of this [ ]th day of [ ], 2013 between Marcus & Millichap, Inc., a Delaware corporation (“MMI”), and Marcus & Millichap Company, a California corporation, and its subsidiary M&M Corporate Services, Inc., a California corporation (together referred to herein as “MMC”) (collectively, the “parties” or individually a “party”).
MARCUS AND MILLICHAP, INC. FORM OFDeferred Stock Unit Award Agreement • August 26th, 2013 • Marcus & Millichap, Inc. • Real estate agents & managers (for others) • California
Unless otherwise defined herein, the terms defined in the Marcus and Millichap, Inc. 2013 Omnibus Equity Incentive Plan (the “Plan”) will have the same defined meanings in this Deferred Stock Unit Award Agreement (the “Award Agreement”).
FORM OF DEBT-FOR-EQUITY EXCHANGE AGREEMENTDebt-for-Equity Exchange Agreement • August 26th, 2013 • Marcus & Millichap, Inc. • Real estate agents & managers (for others) • Delaware
This DEBT-FOR-EQUITY EXCHANGE AGREEMENT dated as of [ ], 2013 (this “Agreement”), is made among MARCUS & MILLICHAP COMPANY, a California corporation (“MMC”), GEORGE M. MARCUS, WILLIAM A. MILLICHAP, THE DONALD AND BEVERLY LORENZ LIVING TRUST, and LORENZ CAPITAL ASSETS, L.P., a California limited partnership (collectively, the “Debt Holders”), and, solely with respect to Sections 4(b) and 5 through 12 hereof, MARCUS & MILLICHAP, INC., a Delaware corporation (“MMI”).
TAX MATTERS AGREEMENTTax Matters Agreement • August 26th, 2013 • Marcus & Millichap, Inc. • Real estate agents & managers (for others)
This TAX MATTERS AGREEMENT (this “Agreement”) is entered into as of [ ], 2013, by and among Marcus & Millichap Company, a California corporation (“MMC”), and Marcus & Millichap, Inc., a Delaware corporation and a wholly owned subsidiary of MMC (“MMREIS”) (MMC and MMREIS are sometimes collectively referred to herein as the “Companies” and, as the context requires, individually referred to herein as the “Company”).
FORM OF CONTRIBUTION AGREEMENTContribution Agreement • August 26th, 2013 • Marcus & Millichap, Inc. • Real estate agents & managers (for others) • Delaware
This Contribution Agreement (this “Agreement”) is made and entered into as of [ ], 2013, by and among Marcus & Millichap, Inc., a Delaware corporation (the “Company”), Marcus & Millichap Company, a California corporation (“MMC”), and the shareholders listed on Schedule 1 hereto (together with MMC, the “Contributors”).
