INDEMNIFICATION AGREEMENTIndemnification Agreement • October 20th, 2021 • Solo Brands, Inc. • Sporting & athletic goods, nec • Delaware
This Indemnification Agreement (“Agreement”) is made as of October [•], 2021 by and between Solo Brands, Inc., a Delaware corporation (the “Company”), and [•], a member of the Board of Directors or an officer of the Company (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering indemnification and advancement.
SOLO STOVE HOLDINGS, LLC AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated as of [ 🌑 ], 2021Limited Liability Company Agreement • October 20th, 2021 • Solo Brands, Inc. • Sporting & athletic goods, nec • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (as the same may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”) of Solo Stove Holdings, LLC, a Delaware limited liability company (the “Company”), dated as of [ 🌑 ], 2021 (the “Effective Date”), is entered into by and among the Company, Solo Brands, Inc., a Delaware corporation (the “Corporation”), as the managing member of the Company, and each of the other Members (as defined herein).
STOCKHOLDERS AGREEMENT OF SOLO BRANDS, INC.Stockholders Agreement • October 20th, 2021 • Solo Brands, Inc. • Sporting & athletic goods, nec • Delaware
THIS STOCKHOLDERS AGREEMENT, dated as of [ 🌑 ], 2021 (as it may be amended, amended and restated or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), is entered into by and among Solo Brands, Inc., a Delaware corporation (the “Corporation”) and the parties listed hereto on Schedule I (each, a “Summit Party” and collectively, the “Summit Parties”) and certain equityholders of the Corporation set forth on Schedule II (the “Other Stockholders”). Certain terms used in this Agreement are defined in Section 7. The Summit Investors and the Other Stockholders are collectively referred to herein as the “Stockholders” and individually as a “Stockholder.”
SOLO BRANDS, INC. (a Delaware corporation) [•] Shares of Class A Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • October 20th, 2021 • Solo Brands, Inc. • Sporting & athletic goods, nec • New York
TAX RECEIVABLE AGREEMENT by and among SOLO BRANDS, INC., SOLO STOVE HOLDINGS, LLC, THE TRA REPRESENTATIVES, and THE TRA PARTIES OF SOLO STOVE HOLDINGS, LLC FROM TIME TO TIME PARTY HERETO Dated as of [______]Tax Receivable Agreement • October 20th, 2021 • Solo Brands, Inc. • Sporting & athletic goods, nec • Delaware
This TAX RECEIVABLE AGREEMENT (as the same may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), dated [________], is hereby entered into by and among Solo Brands, Inc., a Delaware corporation (the “Corporation”), Solo Stove Holdings, LLC, a Delaware limited liability company (the “LLC”), the TRA Representatives (as defined below) and each of the TRA Parties from time to time party hereto.
SOLO STOVE HOLDINGS, LLC REGISTRATION AGREEMENTRegistration Agreement • October 20th, 2021 • Solo Brands, Inc. • Sporting & athletic goods, nec • Delaware
THIS REGISTRATION AGREEMENT (this “Agreement”) is made and entered into as of October 9, 2020, by and among Solo Stove Holdings, LLC, a Delaware limited liability company (“Holdings”), the Persons listed on the Schedule of Summit Investors attached hereto (collectively referred to herein as the “Summit Investors” and individually as an “Summit Investor”) and the Persons listed on the Schedule of Other Investors attached hereto (collectively referred to herein as the “Other Investors” and individually as an “Other Investor”). Holdings, the Summit Investors and the Other Investors are sometimes collectively referred to herein as the “Parties” and individually as a “Party.” Capitalized terms used and not otherwise defined herein shall have the meanings set forth in Section 11 or, if not defined therein, the meanings set forth in the Holdings LLC Agreement.
ContractIncentive Equity Agreement • October 20th, 2021 • Solo Brands, Inc. • Sporting & athletic goods, nec
THIS AMENDMENT TO INCENTIVE EQUITY AGREEMENT (this “Amendment”) is made and entered into as of October __, 2021, by and among SS Management Aggregator, LLC, a Delaware limited liability (“Aggregator”), Solo Stove Holdings, LLC, a Delaware limited liability company (“Holdings”), Solo DTC Brands, LLC f/k/a Frontline Advance LLC d/b/a Solo Stove, a Texas limited liability company (“Solo”), and _______ (“Holder”). Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Original Agreement (as defined below).
ContractIncentive Equity Agreement • October 20th, 2021 • Solo Brands, Inc. • Sporting & athletic goods, nec • Delaware
THIS INCENTIVE EQUITY AGREEMENT (this “Agreement”) is made and entered into as of ___________, by and among SS Management Aggregator, LLC, a Delaware limited liability (“Aggregator”), Solo Stove Holdings, LLC, a Delaware limited liability company (“Holdings”), Frontline Advance LLC d/b/a Solo Stove, a Texas limited liability company (the “Company”), and ___________ (“Holder”).
SOLO STOVE HOLDINGS, LLC LIMITED LIABILITY COMPANY AGREEMENT October 9, 2020Limited Liability Company Agreement • October 20th, 2021 • Solo Brands, Inc. • Sporting & athletic goods, nec • Delaware
THIS LIMITED LIABILITY COMPANY AGREEMENT of Solo Stove Holdings, LLC, a Delaware limited liability company (“Holdings LLC”), is entered into as of October 9, 2020, by and among Holdings LLC and its Members.
