REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 5th, 2020 • Viad Corp • Services-business services, nec • Delaware
STOCKHOLDERS AGREEMENTStockholders Agreement • August 5th, 2020 • Viad Corp • Services-business services, nec • Delaware
This Stockholders Agreement (this "Agreement") is made on August 5, 2020 (the "Effective Date"), by and among Viad Corp, a Delaware corporation (the "Company"), Crestview IV VC TE Holdings, LLC, a Delaware limited liability company ("Crestview VC TE"), Crestview IV VC Holdings, L.P., a Delaware limited partnership ("Crestview VC Holdings"), and Crestview IV VC CI Holdings, L.P., a Delaware limited partnership ("Crestview VC CI" and, together with Crestview VC TE and Crestview VC Holdings, the "Stockholders" and each, a "Stockholder"), and, with respect to the relevant operative provisions of Sections 2.02, 3.03 and 3.04, Crestview Partners IV (TE), L.P. and Crestview Partners IV Co-Investors, L.P. Terms used but not otherwise defined herein shall have the meaning set forth in that certain Investment Agreement, dated as of the date hereof, by and among the Stockholders and the Company (as amended, restated or otherwise modified from time to time and together with all exhibits, schedules
INDEMNIFICATION AGREEMENTIndemnification Agreement • August 5th, 2020 • Viad Corp • Services-business services, nec • Delaware
This Indemnification Agreement (this "Agreement") is dated as of [insert date], and is between Viad Corp, a Delaware corporation, (the "Company") including its subsidiaries (the "Company subsidiary" also referred to collectively as the "Company"), and [insert name of indemnitee] ("Indemnitee").
AMENDMENT TO RIGHTS AGREEMENTRights Agreement • August 5th, 2020 • Viad Corp • Services-business services, nec
THIS AMENDMENT (the "Amendment"), dated as of the 5th day of August, 2020, to the Rights Agreement (as amended or modified from time to time, the "Rights Agreement"), dated March 30, 2020, between Viad Corp, a Delaware corporation (the "Company"), and EQUINITI TRUST COMPANY (the "Rights Agent"), is being executed at the direction of the Company and shall be effective immediately prior to the Company's entry into that certain Investment Agreement (as it may be amended or modified from time to time, the "Investment Agreement") to be entered into by and between the Company and Crestview IV VC TE Holdings, LLC, a Delaware limited liability company, Crestview IV VC Holdings, L.P., a Delaware limited partnership, and Crestview IV VC CI Holdings, L.P., a Delaware limited partnership; provided, however, if the Investment Agreement is not executed as of even date herewith, this Amendment shall terminate, in either such case, immediately (without any further action or notice required), and shall
INDEMNIFICATION AGREEMENTIndemnification Agreement • August 5th, 2020 • Viad Corp • Services-business services, nec • Delaware
This Indemnification Agreement (this "Agreement") is dated as of August [5], 2020, and is between Viad Corp, a Delaware corporation, (the "Company") including its subsidiaries (the "Company subsidiary" also referred to collectively as the "Company"), and [_______] ("Indemnitee").
AMENDMENT NO. 3 TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT AND AMENDMENT NO. 1 TO SECURITY AGREEMENTSCredit Agreement • August 5th, 2020 • Viad Corp • Services-business services, nec • New York
This Second Amended and Restated Credit Agreement, dated as of October 24, 2018, is among Viad Corp, a Delaware corporation, the Lenders and JPMorgan Chase Bank, N.A., a national banking association, as LC Issuer, as Swingline Lender and as Administrative Agent.
INVESTMENT AGREEMENTInvestment Agreement • August 5th, 2020 • Viad Corp • Services-business services, nec • Delaware
