ADT INC. AMENDED AND RESTATED MANAGEMENT INVESTOR RIGHTS AGREEMENT Dated as of December [●], 2017Management Investor Rights Agreement • January 8th, 2018 • ADT, Inc. • Services-detective, guard & armored car services • Delaware
This MANAGEMENT INVESTOR RIGHTS AGREEMENT is made as of December [●], 2017 (this “Agreement”) among ADT Inc. (f/k/a Prime Security Services Parent, Inc.), a Delaware corporation (the “Company”), PRIME SECURITY SERVICES TOPCO PARENT, L.P., a Delaware limited partnership (“TopCo Parent”) and the HOLDERS that are parties hereto.
FORM OF SECOND AMENDED AND RESTATED SERIES A INVESTORS RIGHTS AGREEMENT BY AND AMONG KOCH SV INVESTMENTS, LLC, THE OTHER HOLDERS PARTY HERETO, PRIME SECURITY SERVICES TOPCO PARENT GP, LLC, PRIME SECURITY SERVICES TOPCO PARENT, L.P., ADT INC. AND,...Investors Rights Agreement • January 8th, 2018 • ADT, Inc. • Services-detective, guard & armored car services • Delaware
This SECOND AMENDED AND RESTATED SERIES A INVESTORS RIGHTS AGREEMENT (this “Agreement”), dated as of [•], 2018, is made by and among Koch SV Investments, LLC, a Delaware limited liability company (the “Purchaser”), each Person that is the holder of record of at least one Share (a “Holder”), including any Person who becomes a party hereto by the execution of a joinder agreement substantially in the form attached hereto as Exhibit A (a “Joinder”), Prime Security Services TopCo Parent GP, LLC, a Delaware limited liability company (the “General Partner”), Prime Security Services TopCo Parent, L.P., a Delaware limited partnership (“Parent”), ADT Inc., a Delaware corporation (the “Company”), and, solely for purposes of Sections 1.3, 1.7, 1.8 and Articles II and III (for purposes of the definitions used in the Sections of this Agreement to which the Member (as defined below) is a party), AP VIII Prime Security Services Holdings, L.P., a Delaware limited partnership (the “Member”), and each Af
ADT INC. RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • January 8th, 2018 • ADT, Inc. • Services-detective, guard & armored car services • Delaware
THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), is entered into as of [ ], 20[ ] (the “Date of Grant”), by and between ADT Inc., a Delaware corporation (the “Company”), and [ ] (the “Participant”). Capitalized terms used in this Agreement and not otherwise defined herein have the meanings ascribed to such terms in the ADT Inc. 2018 Omnibus Incentive Plan, as amended, restated or otherwise modified from time to time in accordance with its terms (the “Plan”).
ADT INC. NONQUALIFIED OPTION AWARD AGREEMENTOption Award Agreement • January 8th, 2018 • ADT, Inc. • Services-detective, guard & armored car services • Delaware
THIS NONQUALIFIED OPTION AWARD AGREEMENT (this “Agreement”), is entered into as of [ ], 20[ ] (the “Date of Grant”), by and between ADT Inc., a Delaware corporation (the “Company”), and [ ] (the “Participant”). Capitalized terms used in this Agreement and not otherwise defined herein have the meanings ascribed to such terms in the ADT Inc. 2018 Omnibus Incentive Plan, as amended, restated or otherwise modified from time to time in accordance with its terms (the “Plan”).
ADT INC. NONQUALIFIED OPTION AWARD AGREEMENTOption Award Agreement • January 8th, 2018 • ADT, Inc. • Services-detective, guard & armored car services • Delaware
THIS NONQUALIFIED OPTION AWARD AGREEMENT (this “Agreement”), is entered into as of [ ], 20[ ] (the “Date of Grant”), by and between ADT Inc., a Delaware corporation (the “Company”), and [ ] (the “Participant”). Capitalized terms used in this Agreement and not otherwise defined herein have the meanings ascribed to such terms in the ADT Inc. 2018 Omnibus Incentive Plan, as amended, restated or otherwise modified from time to time in accordance with its terms (the “Plan”).
ADT INC. COMMON STOCK AWARD AGREEMENTCommon Stock Award Agreement • January 8th, 2018 • ADT, Inc. • Services-detective, guard & armored car services • Delaware
THIS COMMON STOCK AWARD AGREEMENT (this “Agreement”), is entered into as of [ ], 20 (the “Date of Grant”), by and between ADT Inc., a Delaware corporation (the “Company”), and [ ] (the “Participant”). Capitalized terms used in this Agreement and not otherwise defined herein have the meanings ascribed to such terms in the ADT Inc. 2018 Omnibus Incentive Plan, as amended, restated or otherwise modified from time to time in accordance with its terms (the “Plan”).
