REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 11th, 2016 • Advanced Disposal Services, Inc. • Refuse systems • Delaware
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of , 20 , is by and among Star Atlantic Waste Holdings, L.P., a Delaware limited partnership, (“Highstar”), [IPO Issuer], a Delaware corporation (the “Corporation”), and each of the Shareholders (as defined below). Each of the Persons listed on Exhibit A hereto, Highstar and any other Person who may become a party hereto pursuant to Section 11(c) and are referred to individually as a “Shareholder” and collectively as the “Shareholders”).
INDEMNITY AGREEMENTIndemnity Agreement • August 11th, 2016 • Advanced Disposal Services, Inc. • Refuse systems • Delaware
This Indemnity Agreement (this “Agreement”) is made effective as of , 2016 (the “Effective Date”) by and between (i) Advanced Disposal Services, Inc., a Delaware corporation (the “Company”), and (ii) , a director, officer or key employee of the Company or one of the Company’s subsidiaries or other service provider who satisfies the definition of Indemnifiable Person set forth below (“Indemnitee”).
STOCKHOLDERS AGREEMENTStockholders Agreement • August 11th, 2016 • Advanced Disposal Services, Inc. • Refuse systems • Delaware
This Stockholders Agreement is entered into as of [·], 2016 by and among [IPO Issuer], a Delaware corporation (the “Company”), Star Atlantic Waste Holdings, L.P. (“Star Atlantic”), BTG Pactual International Portfolio Fund II SPC, Segregated Portfolio BTGPH Corp Hedge (“BTG”), and Canada Pension Plan Investment Board (“CPPIB”).
