REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 19th, 2018 • Funko, Inc. • Games, toys & children's vehicles (no dolls & bicycles) • New York
The undersigned is executing and delivering this Joinder pursuant to the Registration Rights Agreement dated as of November 1, 2017 (as the same may hereafter be amended, the “Registration Rights Agreement”), among Funko, Inc., a Delaware corporation (the “Corporation”), and the other person named as parties therein.
EMPLOYMENT AGREEMENTEmployment Agreement • March 19th, 2018 • Funko, Inc. • Games, toys & children's vehicles (no dolls & bicycles) • Washington
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of the 20th day of October, 2017, by and between Tracy Daw, a Washington resident (“Employee”), and Funko, Inc., a Delaware corporation (any of its Affiliates as may employ the Employee from time to time, and any successor(s) thereto, the “Company”).
FUNKO ACQUISITION HOLDINGS, L.L.C. SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENTLimited Liability Company Agreement • March 19th, 2018 • Funko, Inc. • Games, toys & children's vehicles (no dolls & bicycles) • Delaware
THE COMPANY INTERESTS REPRESENTED BY THIS SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR UNDER ANY OTHER APPLICABLE SECURITIES LAWS. SUCH COMPANY INTERESTS MAY NOT BE SOLD, ASSIGNED, PLEDGED OR OTHERWISE DISPOSED OF AT ANY TIME WITHOUT EFFECTIVE REGISTRATION UNDER SUCH ACT AND LAWS OR EXEMPTION THEREFROM, AND COMPLIANCE WITH THE OTHER SUBSTANTIAL RESTRICTIONS ON TRANSFERABILITY SET FORTH HEREIN.
STOCKHOLDERS agreement OF FUNKO, INC.Stockholders Agreement • March 19th, 2018 • Funko, Inc. • Games, toys & children's vehicles (no dolls & bicycles) • Delaware
THIS STOCKHOLDERS AGREEMENT, dated as of November 1, 2017 (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 Funko, Inc., a Delaware corporation (the “Corporation”), ACON Funko Investors, L.L.C., a Delaware limited liability company (“ACON”), ACON Funko Investors Holdings 1, L.L.C., a Delaware limited liability company (“ACON Funko Investors Holdco 1”), ACON Funko Investors Holdings 2, L.L.C., a Delaware limited liability company (“ACON Funko Investors Holdco 2”), ACON Funko Investors Holdings 3, L.L.C., a Delaware limited liability company (“ACON Funko Investors Holdco 3”, and together with ACON Funko Investors Holdco 1 and ACON Funko Investors Holdco 2, the “ACON Holdcos”), Fundamental Capital, LLC, a Delaware limited liability company (“Fundamental Capital”), Funko International, LLC, a Delaware limited liability company (“Funko International”) and Brian Mariotti, an
TAX RECEIVABLE AGREEMENTTax Receivable Agreement • March 19th, 2018 • Funko, Inc. • Games, toys & children's vehicles (no dolls & bicycles) • 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 as of November 1, 2017, is hereby entered into by and among Funko, Inc., a Delaware corporation (the “Corporation”), Funko Acquisition Holdings, LLC, a Delaware limited liability company (the “LLC”), each of the Members from time to time party hereto, and the Management Representative. Capitalized terms used but not otherwise defined herein have the respective meanings set forth in Section 1.01.
