FORM OF AGREEMENT AND PLAN OF MERGERMerger Agreement • January 18th, 2013 • Artisan Partners Asset Management Inc. • Investment advice • Delaware
AGREEMENT AND PLAN OF MERGER (the “Agreement”), dated as of , 2013, pursuant to Section 251 of the General Corporation Law of the State of Delaware (the “DGCL”), by and among ARTISAN PARTNERS ASSET MANAGEMENT INC., a Delaware corporation (“Artisan”), H&F BREWER BLOCKER CORP., a Delaware corporation (“H&F Corp”) and H&F BREWER AIV II, L.P., a Delaware limited partnership (“H&F Brewer AIV II”).
RESALE AND REGISTRATION RIGHTS AGREEMENT dated as of among ARTISAN PARTNERS ASSET MANAGEMENT INC. and THE STOCKHOLDERS PARTY HERETOResale and Registration Rights Agreement • January 18th, 2013 • Artisan Partners Asset Management Inc. • Investment advice • Delaware
This RESALE AND REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of , 2013, and effective upon the effectiveness of the Partnership Agreement (as defined herein), is by and among Artisan Partners Asset Management Inc., a Delaware corporation (the “Company”), and each Stockholder party hereto as listed on the signature pages to this Agreement or to the Joinder to Resale and Registration Rights Agreement in the form attached hereto as Exhibit A (the “Stockholders”).
Form of INDEMNIFICATION AGREEMENTIndemnification Agreement • January 18th, 2013 • Artisan Partners Asset Management Inc. • Investment advice • Delaware
This INDEMNIFICATION AGREEMENT is made this day of , 2013 (this “Agreement”) by and between Artisan Partners Asset Management Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
The purpose of this letter agreement (this “Letter Agreement”) is to memorialize certain terms of your employment with Artisan Partners Limited Partnership (“Artisan”), a Delaware limited partnership and Artisan Asset Management Inc. (“APAM”), a...Employment Agreement • January 18th, 2013 • Artisan Partners Asset Management Inc. • Investment advice • Delaware
FORM OF EXCHANGE AGREEMENTExchange Agreement • January 18th, 2013 • Artisan Partners Asset Management Inc. • Investment advice • Delaware
EXCHANGE AGREEMENT (this “Agreement”), dated as of , 2013, and effective upon the effectiveness of the Partnership Agreement (as defined herein), among Artisan Partners Asset Management Inc., a Delaware corporation (“APAM”), and the LP Unitholders (as defined herein) from time to time party hereto.
PUBLIC COMPANY CONTINGENT VALUE RIGHTS AGREEMENTPublic Company Contingent Value Rights Agreement • January 18th, 2013 • Artisan Partners Asset Management Inc. • Investment advice • Delaware
This PUBLIC COMPANY CONTINGENT VALUE RIGHTS AGREEMENT (this “Agreement”), dated as of , 2013, and effective upon the effectiveness of the Partnership Agreement (as defined herein), is by and among Artisan Partners Asset Management Inc., a Delaware corporation (the “Company”), and the Holders (as defined below) from time to time.
FORM OF ARTISAN PARTNERS HOLDINGS LP RESTATED CLASS B COMMON UNITS GRANT AGREEMENTRestated Class B Common Units Grant Agreement • January 18th, 2013 • Artisan Partners Asset Management Inc. • Investment advice • Delaware
This Restated Grant Agreement, dated as of , 2013 (this “Agreement”), and effective upon the effectiveness of the Amended Partnership Agreement (as defined herein), is between «ExecFirst» «ExecMiddle» «ExecLast» (the “Executive”) and Artisan Partners Holdings LP, a Delaware limited partnership (the “Partnership”). Capitalized terms used in this Agreement and not otherwise defined herein are defined in Section 6.1 of this Agreement.
PARTNERSHIP CONTINGENT VALUE RIGHTS AGREEMENTPartnership Contingent Value Rights Agreement • January 18th, 2013 • Artisan Partners Asset Management Inc. • Investment advice • Delaware
This PARTNERSHIP CONTINGENT VALUE RIGHTS AGREEMENT (this “Agreement”), dated as of , 2013, and effective upon the effectiveness of the Partnership Agreement (as defined herein), is by and among Artisan Partners Holdings LP, a Delaware limited partnership (“Holdings”), Artisan Partners Asset Management, Inc., a Delaware corporation (“APAM”), and the Holders (as defined below) from time to time.
INDEMNIFICATION PRIORITY AGREEMENTIndemnification Priority Agreement • January 18th, 2013 • Artisan Partners Asset Management Inc. • Investment advice • Delaware
This INDEMNIFICATION PRIORITY AGREEMENT is dated as of (this “Agreement”) and is between Artisan Partners Asset Management Inc., a Delaware corporation (together with its subsidiaries, the “Company”), and (“Indemnitee”).
Letterhead of Artisan Partners]Employment Agreement • January 18th, 2013 • Artisan Partners Asset Management Inc. • Investment advice
