REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 16th, 2023 • Smith Douglas Homes Corp. • Operative builders • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of [●], 2023 by and among Smith Douglas Homes Corp., a Delaware corporation (the “Corporation”), and each Person identified on the Schedule of Holders attached hereto as of the date hereof (such Persons, collectively, the “Holders”).
SMITH DOUGLAS HOLDINGS LLC AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated as of [ ● ], 2023Limited Liability Company Agreement • October 16th, 2023 • Smith Douglas Homes Corp. • Operative builders • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (as the same may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”) of Smith Douglas Holdings LLC, a Delaware limited liability company (the “Company”), dated as of [ ● ], 2023 (the “Effective Date”), is entered into by and among the Company, Smith Douglas Homes Corp., a Delaware corporation (the “Corporation”), as the sole managing member of the Company, and each of the other Members (as defined herein).
TAX RECEIVABLE AGREEMENT by and among SMITH DOUGLAS HOMES CORP. SMITH DOUGLAS HOLDINGS LLC TRA PARTIES and OTHER PERSONS FROM TIME TO TIME PARTY HERETO Dated as of [ ● ], 2023Tax Receivable Agreement • October 16th, 2023 • Smith Douglas Homes Corp. • Operative builders
This TAX RECEIVABLE AGREEMENT (this “Agreement”), dated as of [ ● ], 2023, is hereby entered into by and among Smith Douglas Homes Corp., a Delaware corporation (the “Corporation”), Smith Douglas Holdings LLC, a Delaware limited liability company (the “LLC”) and each of the TRA Parties.
SMITH DOUGLAS HOMES CORP. [●] Shares of Class A Common Stock Underwriting AgreementSmith Douglas Homes Corp. • October 16th, 2023 • Operative builders • New York
Smith Douglas Homes Corp., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule I hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [●] shares of Class A common stock, par value $[●] per share (the “Class A Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional [●] shares of Class A Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares.” The shares of Class A Common Stock of the Company to be outstanding after giving effect to the sale of the Shares, together with the shares of Class B Common Stock, par value $0.0001 per share of the Company (the “Class B Common Stock”), are referred to herein as the “Stock.”
INDEMNIFICATION AND ADVANCEMENT AGREEMENTIndemnification and Advancement Agreement • October 16th, 2023 • Smith Douglas Homes Corp. • Operative builders • Delaware
This Indemnification and Advancement Agreement (“Agreement”) is made as of ________________, 202__ by and between Smith Douglas Homes Corp., a Delaware corporation (the “Company”), and ______________, [a member of the Board of Directors/an officer/an employee] of the Company (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering indemnification and advancement of expenses.
