GROCERY OUTLET HOLDING CORP. (A Delaware corporation) [●] Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • June 10th, 2019 • Grocery Outlet Holding Corp. • Retail-grocery stores • New York
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • June 10th, 2019 • Grocery Outlet Holding Corp. • Retail-grocery stores • Delaware
This Indemnification Agreement is dated as of , 20 (this “Agreement”) and is between Grocery Outlet Holding Corp., a Delaware corporation (the “Company”), and [name of director/officer] (“Indemnitee”).
GROCERY OUTLET HOLDING CORP. AMENDED AND RESTATED STOCKHOLDERS AGREEMENT Dated as of [•], 2019Stockholders Agreement • June 10th, 2019 • Grocery Outlet Holding Corp. • Retail-grocery stores • Delaware
This Amended and Restated Stockholders Agreement (this “Agreement”) of Grocery Outlet Holding Corp. (together with its successors and permitted assigns, the “Company”), a Delaware corporation f/k/a/ Globe Holding Corp., is entered into as of [•], 2019, by and among (i) the Company, (ii) Globe Intermediate (as defined below), (iii) GOBP Holdings (as defined below), (iv) GOBP Midco (as defined below), (v) Opco (as defined below), (vi) the H&F Stockholders (as defined below), (vii) the Executive Stockholders (defined below), (viii) the Read Trust Rollover Stockholders (as defined below) and (ix) such other Persons, if any, that from time to time become parties hereto pursuant to Section 5.13. The Management Stockholders (as defined below) and Independent Director Stockholders (as defined below) are not executing this Agreement, but are parties to the Original Agreement (as defined below) and therefore bound by the provisions of this Agreement.
GLOBE HOLDING CORP. NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • June 10th, 2019 • Grocery Outlet Holding Corp. • Retail-grocery stores • Delaware
THIS NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT AGREEMENT (this “Agreement”), is made, effective as of , 20 (hereinafter the “Grant Date”), by and between Globe Holding Corp. (the “Company”), and (the “Participant”).
