GNC SUPPLY AGREEMENTGNC Supply Agreement • March 7th, 2019 • GNC Holdings, Inc. • Retail-food stores • Delaware
This GNC SUPPLY AGREEMENT (this “Agreement”), dated as of March 1, 2019 (the “Effective Date”), is by and between NUTRA MANUFACTURING, LLC, a Delaware limited liability company, with a place of business located at 1050 Woodruff Road, Greenville, South Carolina, 29607-4197 (“Supplier”) and GNC Supply Purchaser, LLC, a Delaware limited liability company, with a place of business located at 300 Sixth Avenue, Pittsburgh, Pennsylvania 15222 (“Purchaser”). Supplier and Purchaser are sometimes herein each referred to as a “Party” and collectively the “Parties”.
MASTER TRANSACTION AGREEMENT by and among GNC HOLDINGS, INC., GENERAL NUTRITION CORPORATION, GNC NEWCO PARENT, LLC, NUTRA MANUFACTURING, LLC, IVL, LLC, IVL Holding, LLC (solely for the limited purposes expressly set forth in Section 2.02), and,...Master Transaction Agreement • March 7th, 2019 • GNC Holdings, Inc. • Retail-food stores • Delaware
United States of America, in each case unless otherwise indicated; (j) any references in this Agreement to dollar amount thresholds shall not be deemed to be evidence of a Material Adverse Effect or materiality; and (k) derivative forms of defined terms will have correlative meanings. The Parties acknowledge that each Party and its attorney has reviewed and participated in the drafting of this Agreement and that any rule of construction to the effect that any ambiguities are to be resolved against the drafting Party, or any similar rule operating against the drafter of an agreement, shall not be applicable to the construction or interpretation of this Agreement.
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF NUTRA MANUFACTURING, LLC, a Delaware limited liability company effective as of March 1, 2019Limited Liability Company Agreement • March 7th, 2019 • GNC Holdings, Inc. • Retail-food stores • Delaware
This AMENDED AND RESTATED LIMITED COMPANY AGREEMENT (this “Agreement”) of Nutra Manufacturing, LLC, a Delaware limited liability company (the “Company”), effective as of March 1, 2019 (the “Effective Date”), is made and entered into by and among IVL, LLC, a Delaware limited liability company (“IVC”), as a Member, GNC Newco Parent, LLC, a Delaware limited liability company (“GNC”), as a Member, and the Company. Capitalized terms used but not otherwise defined herein have the meanings set forth in Section 1.01.
