AMENDED AND RESTATED CREDIT AGREEMENT dated as of January 16, 2024 by and among SMITH DOUGLAS HOLDINGS LLC, a Delaware limited liability company, and SMITH DOUGLAS BUILDING SERVICES LLC, SDH ATLANTA LLC, SDH ALABAMA LLC, SDH NASHVILLE LLC, SDH RALEIGH...Credit Agreement • January 16th, 2024 • Smith Douglas Homes Corp. • Operative builders • New York
THIS AMENDED AND RESTATED CREDIT AGREEMENT (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), dated as of January 16, 2024, by and among SMITH DOUGLAS HOLDINGS LLC, a Delaware limited liability company (“Smith Douglas Holdings”), SMITH DOUGLAS BUILDING SERVICES LLC (“Smith Douglas Building”), SDH ATLANTA LLC, SDH ALABAMA LLC, SDH NASHVILLE LLC, SDH RALEIGH LLC, SDH CHARLOTTE LLC, AND SDH HOUSTON LLC, each a Georgia limited liability company (individually and collectively, as the context may suggest or require, the “Smith Douglas-owned Subsidiaries” and together with Smith Douglas Holdings and Smith Douglas Building, together with any other borrower which joins in this Agreement after the date hereof, whether by execution of a joinder to this Agreement or otherwise, individually or collectively as the context may suggest or require, jointly and severally, the “Borrower”), each of the financial institutions initially a si
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 16th, 2024 • Smith Douglas Homes Corp. • Operative builders • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of January 10, 2024 by and among Smith Douglas Homes Corp., a Delaware corporation (the “Corporation”), and each Person identified on the Schedule of Holders attached hereto as of the date hereof (such Persons, collectively, the “Holders”).
SMITH DOUGLAS HOLDINGS LLC AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated as of January 10, 2024Limited Liability Company Agreement • January 16th, 2024 • Smith Douglas Homes Corp. • Operative builders • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (as the same may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”) of Smith Douglas Holdings LLC, a Delaware limited liability company (the “Company”), dated as of January 10, 2024 (the “Effective Date”), is entered into by and among the Company, Smith Douglas Homes Corp., a Delaware corporation (the “Corporation”), as the sole managing member of the Company, and each of the other Members (as defined herein).
EMPLOYMENT AGREEMENTEmployment Agreement • January 16th, 2024 • Smith Douglas Homes Corp. • Operative builders • Georgia
Certain information has been excluded from this agreement (indicated by “[***]”) because Smith Douglas Homes Corp. has determined such information (i) is not material and (ii) would be competitively harmful if publicly disclosed.Tax Receivable Agreement • January 16th, 2024 • Smith Douglas Homes Corp. • Operative builders
This TAX RECEIVABLE AGREEMENT (this “Agreement”), dated as of January 10, 2024, is hereby entered into by and among Smith Douglas Homes Corp., a Delaware corporation (the “Corporation”), Smith Douglas Holdings LLC, a Delaware limited liability company (the “LLC”) and each of the TRA Parties.
ContractSmith Douglas Homes Corp. • January 3rd, 2024 • Operative builders • New York
Certain information has been excluded from this agreement (indicated by “[***]”) because Smith Douglas Homes Corp. has determined such information (i) is not material and (ii) would be competitively harmful if publicly disclosed.
ASSET PURCHASE AGREEMENT by and among SDH HOUSTON LLC, DEVON STREET HOMES, L.P., DEVON STREET HOMES GP, L.L.C. and JOHN STEPHEN RAY, THE BRR 2022 TRUST U/T/A DATED APRIL 20, 2022, THE CAR 2022 TRUST U/T/A DATED APRIL 20, 2022 AND THE TTR 2022 TRUST...Asset Purchase Agreement • September 6th, 2023 • Smith Douglas Homes Corp. • Operative builders • Texas
THIS ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of July 31, 2023, is made and entered into by and among SDH HOUSTON LLC, a Georgia limited liability company (the “Purchaser”), DEVON STREET HOMES, L.P., a Texas limited partnership (the “Seller”), DEVON STREET HOMES GP, L.L.C., a Texas limited liability company (the “General Partner”), JOHN STEPHEN RAY, an individual resident of the State of Texas (“Ray”), THE BRR 2022 TRUST U/T/A DATED APRIL 20, 2022, THE CAR 2022 TRUST U/T/A DATED APRIL 20, 2022 A’ND THE TTR 2022 TRUST U/T/A DATED APRIL 20, 2022 (such trusts, together with the General Partner and Ray, collectively, the “Partners”). The Purchaser, the Seller and the Partners are sometimes individually referred to herein as a “Party” and, collectively, as the “Parties.” Certain capitalized terms used in this Agreement are defined in Annex A.
INDEMNIFICATION AND ADVANCEMENT AGREEMENTIndemnification and Advancement Agreement • October 16th, 2023 • Smith Douglas Homes Corp. • Operative builders • Delaware
This Indemnification and Advancement Agreement (“Agreement”) is made as of ________________, 202__ by and between Smith Douglas Homes Corp., a Delaware corporation (the “Company”), and ______________, [a member of the Board of Directors/an officer/an employee] of the Company (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering indemnification and advancement of expenses.
