TAX RECEIVABLE AGREEMENTTax Receivable Agreement • July 15th, 2021 • Sunlight Financial Holdings Inc. • Finance services • Delaware
This TAX RECEIVABLE AGREEMENT (this “Agreement”), dated as of July 9, 2021, is hereby entered into by and among Sunlight Financial Holdings Inc., a Delaware corporation (the “Corporate Taxpayer”), the TRA Holders, and the Agent.
INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • July 15th, 2021 • Sunlight Financial Holdings Inc. • Finance services • New York
THIS INVESTOR RIGHTS AGREEMENT (this “Agreement”), dated as of July 9, 2021, is made and entered into by and among Sunlight Financial Holdings Inc., a Delaware corporation f/k/a Spartan Acquisition Corp. II (the “Company”), Spartan Acquisition Sponsor II LLC, a Delaware limited liability company (the “Spartan Sponsor”), Tiger Infrastructure Partners Sunlight Feeder LP, a Delaware limited partnership (“Tiger IPSF”), Tiger Infrastructure Partners Co-Invest B LP, a Delaware limited partnership (together with Tiger IPSF, “Tiger”), FTV V, L.P., a Delaware limited partnership (“FTV”), and the undersigned parties listed under Holder on the signature pages hereto (each such party, together with the Spartan Sponsor, FTV, Tiger and any Person (as defined below) who hereafter becomes a party to this Agreement pursuant to Section 7.2 of this Agreement, a “Holder” and collectively, the “Holders”).
FIFTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF SUNLIGHT FINANCIAL LLC DATED AS OF July 9, 2021Limited Liability Company Agreement • July 15th, 2021 • Sunlight Financial Holdings Inc. • Finance services • Delaware
This Fifth Amended and Restated Limited Liability Company Agreement (as amended, supplemented or restated from time to time, this “Agreement”) is entered into as of July 9, 2021, by and among Sunlight Financial LLC, a Delaware limited liability company (the “Company”), Sunlight Financial Holdings Inc., a Delaware corporation formerly known as Spartan Acquisition Corp. II (“PubCo”), SL Financial Holdings Inc., a Delaware corporation and a wholly owned subsidiary of PubCo (“Holdings”), SL Financial Investor I LLC (“Investor I”), a Delaware limited liability company and a wholly owned subsidiary of PubCo, SL Financial Investor II LLC (“Investor II”), a Delaware limited liability company and a wholly owned subsidiary of PubCo, the other parties listed on Exhibit A hereto (collectively, the “Legacy Owners”) and each other Person who is or at any time becomes a Member in accordance with the terms of this Agreement and the Act. Capitalized terms used herein and not otherwise defined have the
AMENDMENT NO. 1 TO WARRANT TO PURCHASE UNITSWarrant to Purchase Units • July 15th, 2021 • Sunlight Financial Holdings Inc. • Finance services • California
This Amendment No. 1 (this “Amendment”) to Warrant to Purchase Units is entered into and effective as of July 8, 2021 by Sunlight Financial LLC, a Delaware limited liability company (the “Company”), and Tech Capital LLC or its permitted assignees (the “Holder”), and constitutes an amendment to that certain Warrant to Purchase Units, dated February 27, 2021 (the “Original Warrant”), by and between the Company and the Holder. Capitalized terms used but not defined herein have the meanings ascribed to them in the Original Warrant.
ContractWarrant Agreement • July 15th, 2021 • Sunlight Financial Holdings Inc. • Finance services • California
THIS WARRANT AND THE UNITS ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED, OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR PURSUANT TO RULE 144 OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE CORPORATION AND ITS COUNSEL, THAT SUCH REGISTRATION IS NOT REQUIRED.
