FORM OF INDEMNITY AGREEMENTIndemnification Agreement • January 10th, 2019 • Federal Street Acquisition Corp. • Blank checks • Delaware
Contract Type FiledJanuary 10th, 2019 Company Industry JurisdictionTHIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [·], 2018, by and between AGILITI, INC., a Delaware corporation (the “Company”), and [·] (“Indemnitee”).
ADVISORY SERVICES AGREEMENTAdvisory Services Agreement • January 10th, 2019 • Federal Street Acquisition Corp. • Blank checks • Delaware
Contract Type FiledJanuary 10th, 2019 Company Industry JurisdictionThis ADVISORY SERVICES AGREEMENT (this “Agreement”) is entered into as of January 4, 2019 by and among (i) Agiliti, Inc., a Delaware corporation (“TopCo”), (ii) Agiliti Holdco, Inc. (f/k/a UHS Holdco, Inc.), a Delaware corporation (“Holdco”), (iii) Agiliti Health, Inc. (f/k/a Universal Hospital Services, Inc.), a Delaware corporation (“OpCo”, and, together with TopCo, and Holdco each, a “Company”, and collectively, the “Companies”), and (iv) THL Managers VIII, LLC, a Delaware limited liability company (the “Manager”).
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • January 10th, 2019 • Federal Street Acquisition Corp. • Blank checks • New York
Contract Type FiledJanuary 10th, 2019 Company Industry JurisdictionTHIS ASSIGNMENT AND ASSUMPTION AGREEMENT (the “Agreement”) is entered into and effective as of January 4, 2019, by and among Federal Street Acquisition Corp., a Delaware corporation (“FSAC”), Agiliti, Inc., a Delaware corporation (“Agiliti”), and Continental Stock Transfer & Trust Company, a New York corporation (“Continental”).
Amendment to Investment Management Trust AgreementInvestment Management Trust Agreement • January 10th, 2019 • Federal Street Acquisition Corp. • Blank checks • New York
Contract Type FiledJanuary 10th, 2019 Company Industry JurisdictionThis Amendment to Investment Management Trust Agreement (this “Amendment”), dated as of January 3, 2019, is by and between Federal Street Acquisition Corp., a Delaware corporation (“FSAC”) and Continental Stock Transfer & Trust Company (“Continental”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Trust Agreement (as defined below).