0001144204-17-041153 Sample Contracts

INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • August 8th, 2017 • Denim LA, Inc. • Retail-apparel & accessory stores

This Investment Management Agreement (this “Management Agreement”) among SI Securities, LLC, a New York limited liability company (the “Manager”); and those persons (the “Purchasers”) now or hereafter signing the counterpart signature page to this Management Agreement attached hereto which shall take effect on the date set forth on such below (the “Effective Date”).

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AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT
Adoption Agreement • August 8th, 2017 • Denim LA, Inc. • Retail-apparel & accessory stores • Delaware

THIS AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT is made as of July 14, 2017 by and among Denim.LA, Inc., a Delaware corporation (the “Company”), the Rights Holders listed on Schedule A, the Key Holders listed on Schedule B and the Investors listed on Schedule C. For the avoidance of doubt, each Person that is a party to the Purchase Agreement (as defined below) as an “Investor” thereunder is hereby deemed automatically, and without any further action, to have joined this Agreement and become a party hereof as an “Investor” pursuant to Section 2(b) of the Purchase Agreement, notwithstanding any failure by such Person have executed or delivered this Agreement to any other party hereof.

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