INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • April 20th, 2021 • Bespoke Capital Acquisition Corp • Beverages • Delaware
THIS INVESTOR RIGHTS AGREEMENT (this “Agreement”), dated [●], 2021, is among Vintage Wine Estates, Inc., a Nevada corporation (“Parent”), Bespoke Sponsor Capital LP (“Sponsor”), Patrick A. Roney in his capacity as the Roney Representative and the parties listed as VWE Investors on the signature pages hereto (collectively, the “VWE Investors”) and the party listed as Fund Investor on the signature pages hereto (the “Fund Investor”, together with Sponsor and the VWE Investors, the “Investors”). Capitalized terms used but not defined herein or in Annex A have the meanings given in the Transaction Agreement.
AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT Dated as of April 13, 2021 VINTAGE WINE ESTATES, INC. GIRARD WINERY, LLC MILDARA BLASS, INC. GROVE ACQUISITION, LLC SABOTAGE WINE COMPANY, LLC SPLINTER GROUP NAPA, LLC, as Borrowers BANK OF THE WEST, as...Loan and Security Agreement • April 20th, 2021 • Bespoke Capital Acquisition Corp • Beverages • California
THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”) is dated as of April 12, 2021, among VINTAGE WINE ESTATES, INC., a California corporation (“Borrower Agent”), each Subsidiary of Borrower Agent party to this Agreement from time to time (together with Borrower Agent, each a “Borrower” and, collectively, “Borrowers”), the financial institutions party to this Agreement from time to time as lenders (collectively, “Lenders”), and BANK OF THE WEST (“Bank of the West”), as administrative agent and collateral agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), Bank of the West and City National Bank, as joint lead arrangers (in such capacity, together with their successors and assigns in such capacity, collectively the “Joint Lead Arrangers”), Bank of the West, as book runner (in such capacity, together with its successors and assigns in such capacity, the “Book Runner”), Bank of the West, as syndication agent (in
