Twin Hospitality Group Inc. Management Equity Plan Award AgreementManagement Equity Plan Award Agreement • December 9th, 2024 • Twin Hospitality Group Inc. • Retail-eating places
You have been granted an award of Restricted Stock Units (an “Award”) under the Twin Hospitality Group Inc. Management Equity Plan (as it may be amended from time to time, the “Plan”), effective as of the Grant Date, on the terms and conditions set forth below. Capitalized terms used in this Award Agreement shall have the meanings given in the Plan.
MANAGEMENT AGREEMENT Dated as of November 21, 2024 by and among TWIN HOSPITALITY I, LLC, as Issuer, THE OTHER SECURITIZATION ENTITIES PARTY HERETO FROM TIME TO TIME, TWIN HOSPITALITY GROUP INC., as the Manager, and UMB BANK, N.A., as the TrusteeManagement Agreement • December 9th, 2024 • Twin Hospitality Group Inc. • Retail-eating places • New York
This MANAGEMENT AGREEMENT, dated as of November 21, 2024 (the “Closing Date”) (as the same may be amended, supplemented or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), is entered into by and among the following parties:
LIMITED GUARANTYLimited Guaranty • December 9th, 2024 • Twin Hospitality Group Inc. • Retail-eating places • New York
Reference is made to that certain Base Indenture, dated as of the date hereof, between Twin Hospitality I, LLC (the “Issuer”) and UMB Bank, N.A., as trustee (in such capacity, the “Trustee”), and as securities intermediary (as the same may be amended, amended and restated, supplemented or otherwise modified from time to time, exclusive of any Series Supplements thereto, the “Base Indenture” and, together with all Series Supplements thereto, the “Indenture”). Capitalized terms used herein and not defined herein shall have the meanings assigned to such terms in the Indenture.
WARRANT AGREEMENT (Class A Common Stock)Warrant Agreement • December 9th, 2024 • Twin Hospitality Group Inc. • Retail-eating places • New York
This Warrant is one of a series of warrants (the “Indenture Warrants”) being issued pursuant to the transactions contemplated by that certain Base Indenture, dated as of the date hereof (the “Base Indenture”), by and between Twin Hospitality I, LLC and UMB Bank, N.A., as trustee and securities intermediary, and the Series 2024-1 Supplement, dated as of the date hereof, between the Company and UMB Bank, N.A., as trustee. Capitalized terms used herein and not otherwise expressly defined herein shall have the meanings assigned to such terms in the Base Indenture.
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • December 9th, 2024 • Twin Hospitality Group Inc. • Retail-eating places • Delaware
This Indemnification Agreement (this “Agreement”), dated as of [ ], 20[ ], is made by and between Twin Hospitality Group Inc., a Delaware corporation (the “Company”), and [ ] (the “Indemnitee”).
TWIN HOSPITALITY I, LLC, as Issuer and UMB BANK, N.A., as Trustee SERIES 2024-1 SUPPLEMENT Dated as of November 21, 2024 to BASE INDENTURE Dated as of November 21, 2024 $12,124,000.00 Series 2024-1 9.00% Fixed Rate Super Senior Secured Notes, Class...Supplement to Base Indenture • December 9th, 2024 • Twin Hospitality Group Inc. • Retail-eating places • New York
SERIES 2024-1 SUPPLEMENT, dated as of November 21, 2024 (this “Series 2024-1 Supplement”), by and between Twin Hospitality I, LLC (f/k/a Fat Brands Twin Peaks I, LLC) (the “Issuer”), and UMB Bank, N.A., as trustee (in such capacity, the “Trustee”), to the Base Indenture, dated as of November 21, 2024 (as the same may be amended, amended and restated, modified or supplemented from time to time, exclusive of Series Supplements, the “Base Indenture”), by and among the Issuer and UMB Bank, N.A., as Trustee and as Securities Intermediary.
GUARANTEE AND COLLATERAL AGREEMENT made by THE GUARANTORS PARTY HERETO, each as a Guarantor in favor of UMB BANK, NATIONAL ASSOCIATION, as Trustee Dated as of November 21, 2024Guarantee and Collateral Agreement • December 9th, 2024 • Twin Hospitality Group Inc. • Retail-eating places • New York
GUARANTEE AND COLLATERAL AGREEMENT (as the same may be amended, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), dated as of November 21, 2024, is made by the undersigned guarantors (collectively, the “Guarantors”) in favor of UMB Bank, National Association, a national banking association, as trustee under the Indenture referred to below (in such capacity, together with its successors, the “Trustee”) for the benefit of the Secured Parties.
TWIN HOSPITALITY I, LLC, as Issuer and UMB BANK, N.A., as Trustee and Securities Intermediary BASE INDENTURE Dated as of November 21, 2024Base Indenture • December 9th, 2024 • Twin Hospitality Group Inc. • Retail-eating places • New York
BASE INDENTURE, dated as of November 21, 2024, by and among Twin Hospitality I, LLC (f/k/a Fat Brands Twin Peaks I, LLC), a Delaware limited liability company, (the “Issuer”), and UMB Bank, N.A., as trustee (in such capacity, the “Trustee”), and as securities intermediary.
