STOCK PURCHASE AGREEMENT by and between PSAV ACQUISITION CORP. and AVSC HOLDING LLC Dated as of November 15, 2013Stock Purchase Agreement • September 10th, 2015 • PSAV, Inc. • New York
This STOCK PURCHASE AGREEMENT, dated as of November 15, 2013 (this “Agreement”), is made by and between PSAV Acquisition Corp., a Delaware corporation (“Buyer”) and AVSC Holding LLC, a Delaware limited liability company (“Seller”). Capitalized terms used herein shall have the meanings assigned to such terms in the text of this Agreement or in Section 8.1.
FORM OF PSAV HOLDINGS LLC PHANTOM UNIT APPRECIATION PLAN AWARD AGREEMENTAward Agreement • September 10th, 2015 • PSAV, Inc. • Delaware
This award agreement (this “Agreement”) is made as of , 2015 (the “Grant Date”), by PSAV Holdings LLC, a Delaware limited liability company (the “Company”), with (the “Participant”).
FORM OF MANAGER INDEMNIFICATION AGREEMENTManager Indemnification Agreement • September 10th, 2015 • PSAV, Inc. • Delaware
This Indemnification Agreement (“Agreement”) is made as of January 24, 2014 by and between PSAV Holdings LLC (the “Company”), and (“Indemnitee”).
UNIT SUBSCRIPTION AGREEMENTUnit Subscription Agreement • September 10th, 2015 • PSAV, Inc.
This “Agreement” is made and entered into on this January 24, 2014, by and among Broad Street Principal Investments, L.L.C. (“BSPI”), Bridge Street 2013 Holdings, L.P. (“Bridge Street”), MBD 2013 Holdings, L.P. (“MBD”) and Olympus Growth Fund VI, L.P. (“Olympus” and together with BSPI, Bridge Street and MBD, the “Subscribers” and each a “Subscriber”) and PSAV Holdings LLC, a Delaware limited liability company (the “Company”).
FORM OF PSAV HOLDINGS LLC UNIT AWARD AGREEMENTUnit Award Agreement • September 10th, 2015 • PSAV, Inc. • Delaware
This Unit Award Agreement (this “Agreement”) is made as of , 2014 (the “Grant Date”), by PSAV Holdings LLC, a Delaware limited liability company (the “Company”), with (the “Grantee”).
FORM OF PSAV HOLDINGS LLC UNIT AWARD AGREEMENTUnit Award Agreement • September 10th, 2015 • PSAV, Inc. • Delaware
This Unit Award Agreement (this “Agreement”) is made as of January 24, 2014 (the “Grant Date”), by PSAV Holdings LLC, a Delaware limited liability company (the “Company”), with (the “Grantee”).
AMENDMENT TO THE STOCK PURCHASE AGREEMENTStock Purchase Agreement • September 10th, 2015 • PSAV, Inc. • New York
This AMENDMENT TO THE STOCK PURCHASE AGREEMENT (this “Amendment”) is made and entered into as of January 26, 2015 (the “Effective Date”), by and between AVSC Holdings Corp., a Delaware corporation and successor in interest to PSAV Acquisition Corp. (“Buyer”), and AVSC Holding LLC, a Delaware limited liability company (“Seller”), and amends that certain Stock Purchase Agreement, dated November 15, 2013 (the “Purchase Agreement”). Capitalized terms not defined herein shall have the meaning ascribed to such terms in the Purchase Agreement, unless otherwise noted.
CONTRIBUTION AGREEMENTContribution Agreement • September 10th, 2015 • PSAV, Inc. • New York
This CONTRIBUTION AGREEMENT (this “Agreement”) is made as of January 24, 2014 by and between PSAV Intermediate Corp. (“Intermediate Corp.”) and PSAV Acquisition Corp. (“Buyer”).
