INDEMNIFICATION AGREEMENT by and between LATHAM GROUP, INC. and as IndemniteeIndemnification Agreement • March 31st, 2021 • Latham Group, Inc. • Plastics products, nec • Delaware
Indemnification Agreement, dated effective as of [●], 2021 (this “Agreement”), by and between Latham Group, Inc., a Delaware corporation (the “Company”), and [•] (“Indemnitee”). Capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in Article 1.
CREDIT AND GUARANTY AGREEMENT dated as of December 18, 2018 among LATHAM PURCHASER, INC., as the Borrower prior to the consummation of the Acquisition, LATHAM POOL PRODUCTS, INC., as the Borrower immediately upon the consummation of the Acquisition,...Credit Agreement • March 31st, 2021 • Latham Group, Inc. • Plastics products, nec • New York
This CREDIT AND GUARANTY AGREEMENT, dated as of December 18, 2018, by and among LATHAM PURCHASER, INC., a Delaware corporation (“Purchaser” and, prior to the consummation of the Acquisition (as defined below), the “Borrower”), LATHAM POOL PRODUCTS, INC., a Delaware corporation (“LPP” and, immediately upon consummation of the Acquisition, the “Borrower”), LATHAM INTERNATIONAL MANUFACTURING CORP., a Delaware corporation (“Holdings”), each other subsidiary of Holdings from time to time party hereto, each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), the other L/C Issuers party hereto from time to time and NOMURA CORPORATE FUNDING AMERICAS, LLC (acting through one or more sub-agents or designees), as Administrative Agent and an L/C Issuer.
REGISTRATION RIGHTS AGREEMENT dated as of [●], 2021 between LATHAM GROUP, INC. AND CERTAIN STOCKHOLDERSRegistration Rights Agreement • March 31st, 2021 • Latham Group, Inc. • Plastics products, nec • Delaware
This Registration Rights Agreement (as amended, supplemented or otherwise modified from time to time, this “Agreement”), dated as of [●], 2021, is made by and among Latham Group, Inc., a Delaware corporation (the “Company”), Wynnchurch Capital Partners IV, L.P., a Cayman Islands limited partnership and WC Partners Executive IV, L.P., a Cayman Islands limited partnership (collectively, “Wynnchurch”), Pamplona Capital Partners V, L.P., a Cayman Islands limited partnership (“Pamplona” and collectively with Wynnchurch, the “Principal Stockholders”) and the other Persons who execute the signature pages hereto under the heading “Other Holders” (the “Other Holders”).
LATHAM GROUP, INC. RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • March 31st, 2021 • Latham Group, Inc. • Plastics products, nec • Delaware
THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), is entered into as of [__________], 20[__] (the “Date of Grant”), by and between Latham Group, Inc., a Delaware corporation (the “Company”), and [________] (the “Participant”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 31st, 2021 • Latham Group, Inc. • Plastics products, nec • New York
This Agreement is made on the 12th day of February, 2020, between Latham Pool Products, Inc. (“Company”) and J. Mark Borseth (“Employee”) and is effective as of such date (the “Effective Date”). As used in this Agreement, “Company” includes Latham Pool Products, Inc., its predecessors, successors, and assigns.
LATHAM GROUP, INC. NONQUALIFIED OPTION AWARD AGREEMENTNonqualified Option Award Agreement • March 31st, 2021 • Latham Group, Inc. • Plastics products, nec • Delaware
THIS NONQUALIFIED OPTION AWARD AGREEMENT (this “Agreement”), is entered into as of [____], 20[ ] (the “Date of Grant”), by and between Latham Group, Inc., a Delaware corporation (the “Company”), and [________] (the “Participant”). Capitalized terms used in this Agreement and not otherwise defined herein have the meanings ascribed to such terms in the Latham Group, Inc. 2021 Omnibus Equity Incentive Plan, as amended, restated or otherwise modified from time to time in accordance with its terms (the “Plan”).
SECOND INCREMENTAL FACILITY AMENDMENTLatham Group, Inc. • March 31st, 2021 • Plastics products, nec • New York
SECOND INCREMENTAL FACILITY AMENDMENT, dated as of October 14, 2020 (this “Amendment”), by and among LATHAM POOL PRODUCTS, INC., a Delaware corporation (the “Borrower”), LATHAM INTERNATIONAL MANUFACTURING CORP., a Delaware corporation (“Holdings”), the Subsidiary Guarantors party hereto, the Second Amendment Incremental Term Loan Lender (as defined below), and NOMURA CORPORATE FUNDING AMERICAS, LLC, as administrative agent (acting through one or more sub-agents or designees, in such capacity, the “Administrative Agent”).
LATHAM GROUP, INC. RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • March 31st, 2021 • Latham Group, Inc. • Plastics products, nec • Delaware
THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”), is entered into as of [__________], 20[__] (the “Date of Grant”), by and between Latham Group, Inc., a Delaware corporation (the “Company”), and [________] (the “Participant”).
THIRD INCREMENTAL FACILITY AMENDMENTLatham Group, Inc. • March 31st, 2021 • Plastics products, nec • New York
THIRD INCREMENTAL FACILITY AMENDMENT, dated as of January 25, 2021 (this “Amendment”), by and among LATHAM POOL PRODUCTS, INC., a Delaware corporation (the “Borrower”), LATHAM INTERNATIONAL MANUFACTURING CORP., a Delaware corporation (“Holdings”), the Subsidiary Guarantors party hereto, the Third Amendment Incremental Term Loan Lenders (as defined below), each lender party hereto as a consenting lender (collectively, the “Consenting Lenders”) and NOMURA CORPORATE FUNDING AMERICAS, LLC, as administrative agent (acting through one or more sub-agents or designees, in such capacity, the “Administrative Agent”).
FIRST INCREMENTAL FACILITY AMENDMENTLatham Group, Inc. • March 31st, 2021 • Plastics products, nec • New York
FIRST INCREMENTAL FACILITY AMENDMENT, dated as of May 29, 2019 (this “Amendment”), by and among LATHAM POOL PRODUCTS, INC., a Delaware corporation (the “Borrower”), LATHAM INTERNATIONAL MANUFACTURING CORP., a Delaware corporation (“Holdings”), the First Amendment Incremental Term Loan Lenders (as defined below), and NOMURA CORPORATE FUNDING AMERICAS, LLC, as administrative agent (acting through one or more sub-agents or designees, in such capacity, the “Administrative Agent”).
PURCHASE AGREEMENTPurchase Agreement • March 31st, 2021 • Latham Group, Inc. • Plastics products, nec • New York
PURCHASE AGREEMENT, dated _______________, 2021 (this “Agreement”), by and between ______________, as seller (the “Seller”), and Latham Group, Inc., a Delaware corporation, as purchaser (the “Purchaser”).
STOCKHOLDERS AGREEMENT DATED AS OF [ ], 2021 AMONG LATHAM GROUP, INC. AND THE OTHER PARTIES HERETOStockholders Agreement • March 31st, 2021 • Latham Group, Inc. • Plastics products, nec • Delaware
This Stockholders Agreement is entered into as of [ ] [ ], 2021 by and among Latham Group, Inc., a Delaware corporation (the “Company”), and each of the Principal Stockholders (as defined below).
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • March 31st, 2021 • Latham Group, Inc. • Plastics products, nec • Delaware
AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of [_____], 2021, by and between Latham Investment Holdings, L.P., a Delaware limited partnership (the “Partnership”), and Latham Group, Inc., a Delaware corporation (“Topco” and together with the Partnership, collectively, the “Constituent Companies”).
