Form of INDEMNIFICATION AGREEMENTIndemnification Agreement • December 7th, 2021 • Douglas Elliman Inc. • Blank checks • Delaware
This Indemnification Agreement (this “Agreement”) is made as of ________________ by and between Douglas Elliman Inc., a Delaware corporation (the “Company”), and ______________, [a member of the Board of Directors/an officer/an employee/an agent/a fiduciary] of the Company (“Indemnitee”). This Agreement supersedes and replaces any and all previous agreements between the Company (and its predecessors and subsidiaries) and Indemnitee covering indemnification and advancement.
Form of DISTRIBUTION AGREEMENT by and between VECTOR GROUP LTD. and DOUGLAS ELLIMAN INC. Dated as of [•], 2021Distribution Agreement • December 7th, 2021 • Douglas Elliman Inc. • Blank checks • New York
This DISTRIBUTION AGREEMENT (this “Agreement”), dated as of [•], 2021, is entered into by and between Vector Group Ltd., a Delaware corporation (“Vector”), and Douglas Elliman Inc., a Delaware corporation (“Spinco”). Each of Vector and Spinco is referred to herein as a “Party” and collectively, as the “Parties”.
Form of TRANSITIONAL TRADEMARK LICENSE AGREEMENTTransitional Trademark License Agreement • December 7th, 2021 • Douglas Elliman Inc. • Blank checks • New York
This TRANSITIONAL TRADEMARK LICENSE AGREEMENT (this “Agreement”) is made and entered into as of [•]by and between New Valley LLC, a Delaware limited liability company (“Licensor”), and New Valley Ventures LLC, a Delaware limited liability company (“Licensee” and collectively with Licensor, the “Parties”).
Form of EMPLOYEE MATTERS AGREEMENT BY AND BETWEEN VECTOR GROUP LTD. AND DOUGLAS ELLIMAN, INC. Dated as of [•], 2021Employee Matters Agreement • December 7th, 2021 • Douglas Elliman Inc. • Blank checks • New York
THIS EMPLOYEE MATTERS AGREEMENT (this “Agreement”), dated as of [•], 2021, is by and between Vector Group Ltd., a Delaware corporation (“Vector”), and Douglas Elliman Inc., a Delaware corporation (“Spinco” and, together with Vector, each, a “Party” and collectively, the “Parties”).
Form of TRANSITION SERVICES AGREEMENT by and between VECTOR GROUP LTD. and DOUGLAS ELLIMAN INC. Dated as of [•], 2021Transition Services Agreement • December 7th, 2021 • Douglas Elliman Inc. • Blank checks • New York
This TRANSITION SERVICES AGREEMENT, dated as of [•], 2021 (this “Agreement”), between Vector Group Ltd., a Delaware corporation (“Vector”), and Douglas Elliman Inc., a Delaware corporation (“Spinco”). Each of Vector and Spinco is referred to herein as a “Party” and, collectively, as the “Parties”.
TAX DISAFFILIATION AGREEMENT BETWEEN VECTOR GROUP LTD. AND DOUGLAS ELLIMAN INC. dated as of [ ], 2021Tax Disaffiliation Agreement • December 7th, 2021 • Douglas Elliman Inc. • Blank checks
THIS TAX DISAFFILIATION AGREEMENT (the “Agreement”) is dated as of [ ], by and between Vector Group Ltd., a Delaware corporation (“Parent”), and Douglas Elliman Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Spinco” and, together with Parent, the “Parties”, and each, a “Party”). Unless otherwise indicated, all “Section” references in this Agreement are to sections of the Agreement.
Form of Non-exclusive Aircraft Lease Agreement]Aircraft Lease Agreement • December 7th, 2021 • Douglas Elliman Inc. • Blank checks
This NON-EXCLUSIVE AIRCRAFT LEASE AGREEMENT (this “Agreement”) is entered into as of this [ ] day of [ ]2021 (the “Effective Date”), by and between [VECTOR GROUP MEMBER], a Delaware limited liability company (“Lessor”), and [DOUGLAS ELLIMAN GROUP MEMBER], a [Delaware] [corporation] (“Lessee”).
