INDEMNITY AGREEMENTIndemnity Agreement • March 29th, 2023 • Janus International Group, Inc. • Metal doors, sash, frames, moldings & trim • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of November [●], 2019, by and between Juniper Industrial Holdings, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
WARRANT AGREEMENT between JANUS INTERNATIONAL GROUP, INC. and CONTINENTAL STOCK TRANSFER & TRUST COMPANYWarrant Agreement • March 29th, 2023 • Janus International Group, Inc. • Metal doors, sash, frames, moldings & trim • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of July 15, 2021, is by and between Janus International Group, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
SUBSCRIPTION AGREEMENTSubscription Agreement • March 29th, 2023 • Janus International Group, Inc. • Metal doors, sash, frames, moldings & trim
This Subscription Agreement (this “Subscription Agreement”) is being entered into as of the date set forth on the signature page hereto, by and among Juniper Industrial Holdings, Inc., a Delaware corporation (“JIH”), Janus Parent, Inc., a Delaware corporation (the “Company”), and the undersigned subscriber (the “Investor”), in connection with that certain Agreement and Plan of Merger, dated as of the date hereof (as may be amended, supplemented or otherwise modified from time to time, the “Transaction Agreement”), by and among JIH, the Company, JIH Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of the Company (“JIH Merger Sub”), and the other parties thereto, pursuant to which, among other things, JIH Merger Sub will merge with and into JIH on the Closing Date, with JIH surviving as the surviving company and a wholly-owned subsidiary of the Company, on the terms and subject to the conditions set forth in the Transaction Agreement (the transactions contemplated by
AMENDMENT TO BUSINESS COMBINATION AGREEMENTBusiness Combination Agreement • March 29th, 2023 • Janus International Group, Inc. • Metal doors, sash, frames, moldings & trim
This Amendment (this “Amendment”) to that certain Business Combination Agreement, dated as of December 21, 2020, by and among (i) Janus Parent, Inc., a Delaware corporation (“Parent”), (ii) Juniper Industrial Holdings, Inc., a Delaware corporation (“JIH”), (iii) JIH Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Parent, (iv) Jade Blocker Merger Sub 1, Inc., a Delaware corporation and wholly-owned subsidiary of Parent, (v) Jade Blocker Merger Sub 2, Inc., a Delaware corporation and wholly-owned subsidiary of Parent, (vi) Jade Blocker Merger Sub 3, Inc., a Delaware corporation and wholly-owned subsidiary of Parent, (vii) Jade Blocker Merger Sub 4, Inc., a Delaware corporation and wholly-owned subsidiary of Parent, (viii) Jade Blocker Merger Sub 5, Inc., a Delaware corporation and wholly-owned subsidiary of Parent, (ix) Clearlake Capital Partners IV (AIV-Jupiter) Blocker, Inc., a Delaware corporation, (x) Clearlake Capital Partners IV (Offshore) (AIV-Jupiter) Bloc
