0000950123-21-012957 Sample Contracts

SWEETGREEN, INC. INDEMNIFICATION AGREEMENT
Indemnification Agreement • October 7th, 2021 • Sweetgreen, Inc. • Retail-eating places • Delaware

This INDEMNIFICATION AGREEMENT (this “Agreement”) is dated as of _________________, 20__ and is between Sweetgreen, Inc., a Delaware corporation (the “Company”), and ______________ (“Indemnitee”).

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EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • October 7th, 2021 • Sweetgreen, Inc. • Retail-eating places • California

This Executive Employment Agreement (the “Agreement”), made between Sweetgreen, Inc. (the “Company”) and Chris Carr (“Executive”) (collectively, the “Parties”).

EXCHANGE AGREEMENT
Exchange Agreement • October 7th, 2021 • Sweetgreen, Inc. • Retail-eating places • Delaware

This EXCHANGE AGREEMENT (this “Agreement”) is made and entered into as of [•], 2021 by and among Sweetgreen, Inc., a Delaware corporation (the “Company”), and stockholders of the Company listed on Exhibit A hereto (collectively, the “Exchange Stockholders”).

AMENDMENT NO. 1 TO FIRST AMENDED AND RESTATED REVOLVING CREDIT, DELAYED DRAW TERM LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • October 7th, 2021 • Sweetgreen, Inc. • Retail-eating places

THIS AMENDMENT NO. 1 TO FIRST AMENDED AND RESTATED REVOLVING CREDIT, DELAYED DRAW TERM LOAN AND SECURITY AGREEMENT (this “Amendment”) is made as of September 29, 2021 (the “Effective Date”) by and among SWEETGREEN, INC., a Delaware corporation (“Borrower”), the entities that become parties hereto as guarantors pursuant to Section 4.1(g) of the Loan Agreement (as defined below) (each, a “Guarantor” and, collectively, the “Guarantors”), and EAGLEBANK (“Lender”). For purposes of this Amendment, the term “Loan Agreement” shall mean that certain First Amended and Restated Revolving Credit, Delayed Draw Term Loan and Security Agreement, dated as of December 14, 2020, by and among Borrower, Guarantors and Lender. Capitalized terms used herein and not otherwise defined herein shall have the respective meanings given to such terms in the Loan Agreement.

SWEETGREEN, INC. AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENT
Stockholders’ Agreement • October 7th, 2021 • Sweetgreen, Inc. • Retail-eating places • Delaware

This Amended and Restated Stockholders’ Agreement (this “Agreement”) is made and entered into as of September 3, 2021 (the “Effective Date”), by and among Sweetgreen, Inc., a Delaware corporation (the “Company”), the holders of the Company’s Preferred Stock (the “Preferred Stock”) and/or Common Stock (as defined below) set forth on Exhibit A hereto (the “Investors”), those holders of Common Stock set forth on Exhibit B hereto (the “Common Holders”) and those holders of Class S Stock (as defined below) or any shares of Common Stock issued upon conversion of the Class S Stock set forth on Exhibit C hereto (the “Class S Holders” and together with the Investors and the Common Holders, the “Stockholders”).

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