ROLLOVER CONTRIBUTION AGREEMENTRollover Contribution Agreement • March 8th, 2023 • Diversey Holdings, Ltd. • Specialty cleaning, polishing and sanitation preparations
THIS ROLLOVER CONTRIBUTION AGREEMENT (this “Agreement”) is made as of March 8, 2023, by and between Olympus Water Holdings I, L.P., a Cayman Islands exempted limited partnership, acting by its general partner, Topco GP (as defined below) (“Topco”), and the investor listed on Schedule I attached hereto (“Investor”). Capitalized terms used in this Agreement, but not defined herein, shall have the meanings ascribed to such terms in the Merger Agreement (as defined below). “Topco GP” means Olympus Water Holdings Limited, a Cayman Islands exempted company. Any references herein to a Cayman Islands exempted limited partnership taking any action, having any power or authority or owning, holding or dealing with any asset are to such partnership acting through its general partner.
FIRST AMENDMENT TO ROLLOVER CONTRIBUTION AGREEMENTRollover Contribution Agreement • August 8th, 2023 • Laurence Andrew M • Patent owners & lessors
This FIRST AMENDMENT, dated August 7, 2023 (this “Amendment”) to the Rollover Contribution Agreement, dated May 10, 2023, by and among Freedom VCM Holdings, LLC, a Delaware limited liability company (“Freedom VCM Holdings”), Brian R. Kahn, Vintage Opportunity Partners, L.P. (“Vintage LP”), Brian Kahn and Lauren Kahn Joint Tenants by Entirety, and Andrew M. Laurence (the “Rollover Agreement”), is made by and among Freedom VCM Holdings, Brian R. Kahn, Vintage LP, Brian Kahn and Lauren Kahn Joint Tenants by Entirety, and Andrew M. Laurence (each, a “Party” and collectively, the “Parties”). Capitalized terms not defined in this Amendment shall have the respective meanings ascribed to such terms in the Agreement.
AMENDED AND RESTATED ROLLOVER CONTRIBUTION AGREEMENTRollover Contribution Agreement • July 5th, 2023 • Diversey Holdings, Ltd. • Specialty cleaning, polishing and sanitation preparations
THIS AMENDED AND RESTATED ROLLOVER CONTRIBUTION AGREEMENT (this “Agreement”) is made as of July 5, 2023, by and among Olympus Water Holdings I, L.P., a Cayman Islands exempted limited partnership, acting by its general partner, Topco GP (as defined below) (“Topco”), Solenis Holding Limited, a private limited company incorporated in England registered under company number 14910669, whose registered office is at 100 New Bridge Street, London, United Kingdom, EC4V 6JA (“Solenis UK”), and the investor listed on Schedule I attached hereto (“Investor”), and amends and restates in full that certain Rollover Contribution Agreement made as of March 8, 2023 (the “Original Rollover Agreement”), by and between Topco and Investor. Capitalized terms used in this Agreement, but not defined herein, shall have the meanings ascribed to such terms in that certain Agreement and Plan of Merger (as the same may be amended, supplemented or otherwise modified from time to time in accordance with its terms, th
