FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • January 2nd, 2020 • Stonemor Inc. • Services-personal services • Delaware
This Indemnification Agreement (“Agreement”) is made as of December 31, 2019, by and between StoneMor Inc., a Delaware corporation (the “Company”), and the undersigned (“Indemnitee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 4th, 2020 • Stonemor Inc. • Services-personal services • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 30, 2020, by and among StoneMor Inc., a Delaware corporation (“StoneMor”), and each of the other parties listed on the signature pages hereto (the “Initial Holders” and, together with the Company, the “Parties”).
LOAN AND SECURITY AGREEMENT Dated as of August 26, 2022 STONEMOR INC. as Borrower SIGNATURE BANK as AgentLoan and Security Agreement • August 31st, 2022 • Stonemor Inc. • Services-personal services • New York
THIS LOAN AND SECURITY AGREEMENT is dated as of August 26, 2022, among STONEMOR INC., a Delaware corporation (“Borrower”), the Guarantors (as defined in Section 1.1) which are now or which hereafter become a party hereto (each a “Guarantor” and collectively the “Guarantors”), the financial institutions which are now or which hereafter become a party hereto (each a “Lender” and collectively the “Lenders”), and SIGNATURE BANK (“Signature Bank”), as administrative agent and collateral agent for the Lenders (in each such capacity, “Agent”).
AGREEMENT AND PLAN OF MERGER by and among StoneMor Inc. AXAR CEMETERY MERGER CORP. and AXAR CEMETERY PARENT CORP. Dated as of May 24, 2022Agreement and Plan of Merger • May 25th, 2022 • Stonemor Inc. • Services-personal services • Delaware
AMENDMENT TO DIRECTOR RESTRICTED PHANTOM UNIT AGREEMENT UNDER STONEMOR AMENDED AND RESTATED 2019 LONG-TERM INCENTIVE PLANDirector Restricted Phantom Unit Agreement • March 31st, 2022 • Stonemor Inc. • Services-personal services • Pennsylvania
This Amendment to Director Restricted Phantom Unit Agreement (the “Amendment”) dated this 15th day of December, 2021 is made by and between StoneMor Inc., a Delaware corporation (the “Company”) and Kevin D. Patrick, a director of the Company (the “Participant”).
ASSET SALE AGREEMENTAsset Sale Agreement • November 9th, 2020 • Stonemor Inc. • Services-personal services • Delaware
This ASSET SALE AGREEMENT (“Agreement”) is dated as of this 6th day of November, 2020, by and among CLEARSTONE MEMORIAL PARTNERS, LLC, a Delaware limited liability company (all of the foregoing individually and collectively herein referred to as the “Buyer”); and STONEMOR OREGON SUBSIDIARY LLC, an Oregon limited liability company, and STONEMOR WASHINGTON, INC., a Washington corporation (all of the foregoing individually and collectively referred to as the “Seller”). The Seller and the Buyer are sometimes hereinafter collectively referred to as the “parties” and individually as a “party”. Capitalized terms used herein not initially defined are subsequently defined hereinafter.
SECOND AMENDMENT TO NOMINATION AND DIRECTOR VOTING AGREEMENTNomination and Director Voting Agreement • April 7th, 2020 • Stonemor Inc. • Services-personal services
THIS SECOND AMENDMENT TO NOMINATION AND DIRECTOR VOTING AGREEMENT (this “Amendment”) is entered into on June 27, 2019 (the “Execution Date”), by and among StoneMor GP LLC, a Delaware limited liability company and the general partner of the Partnership (“GP”), Axar Capital Management, LP, a Delaware limited partnership (“Axar”), Axar GP LLC, a Delaware limited liability company (“Axar GP”), Axar Master Fund, Ltd., a Cayman Islands exempted limited partnership (together with Axar and Axar GP, the “Axar Entities”), StoneMor GP Holdings, LLC, a Delaware limited liability company (“GP Holdings”), and Robert B. Hellman, Jr., as trustee under the Voting and Investment Trust Agreement for the benefit of American Cemeteries Infrastructure Investors LLC (“ACII,” and, together with GP Holdings, the “ACII Entities” and, collectively with the Axar Entities, the “Principal Stockholders”). The Principal Stockholders and GP are referred to herein as the “Parties” and each as a “Party.”
ContractSupplemental Indenture • January 2nd, 2020 • Stonemor Inc. • Services-personal services • New York
First Supplemental Indenture (this “Supplemental Indenture”), dated as of December 31, 2019, among StoneMor Partners L.P., a Delaware limited partnership (the “Partnership”), Cornerstone Family Services of West Virginia Subsidiary, Inc., a West Virginia corporation (“Co-Issuer” and, together with the Partnership, the “Issuers”), StoneMor Inc., a Delaware corporation (the “C-Corporation”), the Subsidiary Guarantors, and Wilmington Trust, National Association, as trustee (the “Trustee”).
NOMINATION AND DIRECTOR VOTING AGREEMENTNomination and Director Voting Agreement • April 7th, 2020 • Stonemor Inc. • Services-personal services • Delaware
THIS NOMINATION AND DIRECTOR VOTING AGREEMENT, dated as of September 27, 2018, (this “Agreement”), is entered into by and among StoneMor GP LLC, a Delaware limited liability company and the general partner of the Partnership (“GP”), Axar Capital Management, LP, a Delaware limited partnership (“Axar”), Axar GP LLC, a Delaware limited liability company (“Axar GP”), Axar Master Fund, Ltd., a Cayman Islands exempted limited partnership (together with Axar and Axar GP, the “Axar Entities”), StoneMor GP Holdings, LLC, a Delaware limited liability company (“GP Holdings”), and Robert B. Hellman, Jr., as trustee under the Voting and Investment Trust Agreement for the benefit of American Cemeteries Infrastructure Investors LLC (“ACII,” and, together with GP Holdings, the "ACII Entities" and, collectively with the Axar Entities, the “Principal Stockholders”). The Principal Stockholders and GP or Company (as hereinafter defined) are referred to herein as the “Parties” and each as a “Party.” Capita
SUBADVISOR AGREEMENTSubadvisor Agreement • February 2nd, 2021 • Stonemor Inc. • Services-personal services
This SUBADVISOR AGREEMENT (this “Agreement”) dated as of February 1, 2021, is by and between Axar Capital Management LP (the “Sub-Advisor”) and Cornerstone Trust Management Services LLC (the “Investment Advisor”; each a “Party”, together the “Parties”).
THIRD AMENDMENT TO NOMINATION AND DIRECTOR VOTING AGREEMENTAnd Director Voting Agreement • November 9th, 2020 • Stonemor Inc. • Services-personal services
THIS THIRD AMENDMENT TO NOMINATION AND DIRECTOR VOTING AGREEMENT (this “Amendment”) is entered into on November 3, 2020 (the “Execution Date”), by and among StoneMor Inc., a Delaware corporation (the “Company”), Axar Capital Management, LP, a Delaware limited partnership (“Axar”), Axar GP LLC, a Delaware limited liability company (“Axar GP”), Axar Master Fund, Ltd., a Cayman Islands exempted limited partnership (together with Axar and Axar GP, the “Axar Entities”), StoneMor GP Holdings, LLC, a Delaware limited liability company (“GP Holdings”), and Robert B. Hellman, Jr., as trustee under the Voting and Investment Trust Agreement for the benefit of American Cemeteries Infrastructure Investors LLC (“ACII,” and, together with GP Holdings, the “ACII Entities” and, collectively with the Axar Entities, the “Principal Stockholders”). The Principal Stockholders and the Company are referred to herein as the “Parties” and each as a “Party.”
THIRD AMENDMENT TO MERGER AND REORGANIZATION AGREEMENTMerger and Reorganization Agreement • December 31st, 2019 • Stonemor Inc. • Services-personal services
THIS THIRD AMENDMENT, dated as of December 11, 2019 (this “Amendment”), to the Merger Agreement (as defined below) is entered into by and among StoneMor Partners L.P., a Delaware limited partnership (the “Partnership”), StoneMor GP LLC, a Delaware limited liability company and the general partner of the Partnership (“GP”), StoneMor GP Holdings LLC, a Delaware limited liability company and the sole member of GP (“GP Holdings”), and Hans Merger Sub, LLC, a Delaware limited liability company and wholly owned subsidiary of GP (“Merger Sub,” and together with the Partnership, GP and GP Holdings, the “Parties”).
RESTRICTED STOCK AGREEMENT UNDER THE STONEMOR AMENDED AND RESTATED 2019 LONG- TERM INCENTIVE PLANRestricted Stock Agreement • March 25th, 2021 • Stonemor Inc. • Services-personal services
This Restricted Stock Agreement (the “Agreement”) entered into as of ______________, 20___ (the “Agreement Date”), by and between StoneMor Inc. (together with its successors and assigns, the “Company”), and ___________________, an employee of the Company (the “Participant”).
COMMON STOCK PURCHASE AGREEMENT by and among STONEMOR INC. AXAR CAPITAL MANAGEMENT, LP and THE PURCHASERS PARTY HERETOCommon Stock Purchase Agreement • May 28th, 2020 • Stonemor Inc. • Services-personal services • New York
AMENDMENT TO DIRECTOR RESTRICTED PHANTOM UNIT AGREEMENT UNDER STONEMOR AMENDED AND RESTATED 2019 LONG-TERM INCENTIVE PLANDirector Restricted Phantom Unit Agreement • April 7th, 2020 • Stonemor Inc. • Services-personal services • Pennsylvania
This Amendment to Director Restricted Phantom Unit Agreement (the “Amendment”) dated this 7th day of November, 2019 is made by and between StoneMor GP LLC (the “Company”), the general partner of and acting on behalf of StoneMor Partners L.P., a Delaware limited partnership (the “Partnership”) and Andrew M. Axelrod, a director of the Company (the “Participant”).
FIFTH AMENDMENT TO NOMINATION AND DIRECTOR VOTING AGREEMENTAnd Director Voting Agreement • April 15th, 2021 • Stonemor Inc. • Services-personal services
THIS FIFTH AMENDMENT TO NOMINATION AND DIRECTOR VOTING AGREEMENT (this “Amendment”) is entered into on April 13, 2021 (the “Execution Date”), by and among StoneMor Inc., a Delaware corporation (the “Company”), Axar Capital Management, LP, a Delaware limited partnership (“Axar”), Axar GP LLC, a Delaware limited liability company (“Axar GP”), Axar Master Fund, Ltd., a Cayman Islands exempted limited partnership (together with Axar and Axar GP, the “Axar Entities”), StoneMor GP Holdings, LLC, a Delaware limited liability company (“GP Holdings”), and Robert B. Hellman, Jr., as trustee under the Voting and Investment Trust Agreement for the benefit of American Cemeteries Infrastructure Investors LLC (“ACII,” and, together with GP Holdings, the “ACII Entities” and, collectively with the Axar Entities, the “Principal Stockholders”). The Principal Stockholders and the Company are referred to herein as the “Parties” and each as a “Party.”
INTERCREDITOR AGREEMENT dated as of August 26, 2022 among STONEMOR INC., as Company, SIGNATURE BANK, as First Priority Collateral Agent, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Second Priority Collateral AgentIntercreditor Agreement • August 31st, 2022 • Stonemor Inc. • Services-personal services • New York
This INTERCREDITOR AGREEMENT (this “Agreement”), is dated as of August 26, 2022, and entered into by and among Signature Bank, in its capacity as administrative agent and collateral agent for the holders of the First Priority Obligations (as defined below), including its successors and assigns from time to time (in such capacity, the “First Priority Collateral Agent”), and Wilmington Trust, National Association (“Wilmington”), in its capacity as collateral agent for the holders of the Second Priority Obligations (as defined below), including its successors and assigns from time to time (in such capacity, the “Second Priority Collateral Agent”), and acknowledged and agreed to by StoneMor Inc. (the “Company”) and the other Grantors (as defined below). Capitalized terms used in this Agreement have the meanings assigned to them in Section 1 below.
STONEMOR AMENDED AND RESTATED 2019 LONG-TERM INCENTIVE PLAN OPTION AGREEMENT-Term Incentive Plan Option Agreement • March 25th, 2021 • Stonemor Inc. • Services-personal services
This OPTION AGREEMENT (this “Agreement”), dated as of the Grant Date, is entered into by and between StoneMor Inc., a Delaware corporation (the “Company”), and the Participant, pursuant to which the Participant has been granted an option (the “Option”) to purchase, for the Exercise Price Per Share, up to the number of Shares set forth above pursuant to the StoneMor Amended and Restated 2019 Long-Term Incentive Plan (as amended from time to time, the “Plan”). Capitalized terms not otherwise defined in this Agreement shall have the meaning given to them in the Plan. The Option is not intended to be subject to Section 422 of the Internal Revenue Code of 1986, as amended (the “Code”).
ContractThird Supplemental Indenture • April 2nd, 2020 • Stonemor Inc. • Services-personal services • New York
Third Supplemental Indenture (this “Supplemental Indenture”), dated as of April 1, 2020, among StoneMor Partners L.P., a Delaware limited partnership (the “Partnership”), Cornerstone Family Services of West Virginia Subsidiary, Inc., a West Virginia corporation (together with the Partnership, the “Issuers”), and Wilmington Trust, National Association, in its capacity as trustee (the “Trustee”) and as collateral agent (the “Collateral Agent”).
SUPPLEMENT TO COLLATERAL AGREEMENTCollateral Agreement • April 7th, 2020 • Stonemor Inc. • Services-personal services
Reference is hereby made to the Collateral Agreement (as amended, restated, supplemented or otherwise modified from time to time, the “Agreement”), dated as of June 27, 2019, made by each of StoneMor Partners, L.P., a Delaware limited liability company (the “Partnership”), Cornerstone Family Services of West Virginia Subsidiary, Inc., a West Virginia corporation (the “Co-Issuer” and, together with the Partnership, the “Issuers”) the other Grantors from time to time party thereto, and Wilmington Trust, National Association, as the Collateral Agent. Capitalized terms used herein and not defined herein shall have the meanings given to them in the Agreement.
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF FORTMORE LLCLimited Liability Company Agreement • July 26th, 2022 • Stonemor Inc. • Services-personal services • Delaware
THIS LIMITED LIABILITY COMPANY AGREEMENT, dated as of July 20, 2022 (this “Agreement”), of FORTMORE LLC, a Delaware limited liability company (the “Company”), is made and entered into by and among each of the members of the Company (together, the “Members” and each individually, a “Member”).
STONEMOR AMENDED AND RESTATED OPTION AGREEMENTOption Agreement • April 7th, 2020 • Stonemor Inc. • Services-personal services
This OPTION AGREEMENT (this “Agreement”), dated as of the Grant Date, is entered into by and between StoneMor GP LLC, a Delaware limited liability company, the general partner (“General Partner”) of StoneMor Partners L.P., a Delaware limited partnership (the “Partnership”), and the Participant, pursuant to which the Participant has been granted an option (the “Option”) to purchase, for the Exercise Price Per Unit, up to the number of Units set forth above pursuant to the StoneMor Amended and Restated 2019 Long-Term Incentive Plan (as amended from time to time, the “Plan”). Capitalized terms not otherwise defined in this Agreement shall have the meaning given to them in the Plan. As used herein, the term “Partnership” shall also be deemed to refer to the term “Company” as defined in the Plan. The Option is not intended to be subject to Section 422 of the Internal Revenue Code of 1986, as amended (the “Code”).
SERIES A PREFERRED STOCK PURCHASE AGREEMENTPreferred Stock Purchase Agreement • April 7th, 2020 • Stonemor Inc. • Services-personal services • New York
DIRECTOR RESTRICTED PHANTOM UNIT AGREEMENT UNDER STONEMOR AMENDED AND RESTATED 2019 LONG-TERM INCENTIVE PLANDirector Restricted Phantom Unit Agreement • March 25th, 2021 • Stonemor Inc. • Services-personal services • Pennsylvania
This Director Restricted Phantom Unit Agreement (the “Agreement”) entered into as of December 4, 2020 (the “Agreement Date”), by and between StoneMor Inc., a Delaware corporation (the “Company”), and Kevin D. Patrick, a director of the Company (the “Participant”).
ContractSecond Supplemental Indenture • April 7th, 2020 • Stonemor Inc. • Services-personal services • New York
Second Supplemental Indenture (this “Supplemental Indenture”), dated as of January 30, 2020, among StoneMor, Inc., a Delaware corporation (the “C-Corporation”), StoneMor Partners L.P., a Delaware limited partnership (the “Partnership”), Cornerstone Family Services of West Virginia Subsidiary, Inc., a West Virginia corporation (together with the Partnership, the “Issuers”), StoneMor LP Holdings, LLC, a Delaware limited liability company (the “Subsidiary Guarantor”), a subsidiary of the C-Corporation, and Wilmington Trust, National Association, in its capacity as trustee (the “Trustee”) and as collateral agent (the “Collateral Agent”).
StoneMor Inc., as the Issuer and the Guarantors party hereto aggregate principal amount of 8.500% SENIOR SECURED NOTES DUE 2029 INDENTURE Dated as of May 11, 2021 Wilmington Trust, National Association as Trustee and Collateral AgentIntercreditor Agreement • May 12th, 2021 • Stonemor Inc. • Services-personal services • New York
INDENTURE dated as of May 11, 2021, among StoneMor Inc., a Delaware corporation (the “Issuer” or the “Company”), each of the Guarantors (as defined herein) from time to time party hereto and Wilmington Trust, National Association, as Trustee (in such capacity, the “Trustee”) and Collateral Agent (in such capacity, the “Collateral Agent”).
SECURITY AGREEMENT dated as of May 11, 2021 by and among STONEMOR INC., the other Grantors from time to time party hereto, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral AgentSecurity Agreement • May 12th, 2021 • Stonemor Inc. • Services-personal services • New York
THIS SECURITY AGREEMENT (this “Agreement”) is entered into as of May 11, 2021 by and among StoneMor Inc., a Delaware corporation (the “Issuer”), the Grantors from time to time party hereto, and Wilmington Trust, National Association, a national banking association, not in its individual capacity but solely as collateral agent under the Indenture (as defined below) (the “Collateral Agent”) for itself and for the other Secured Parties.
AMENDMENT TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 25th, 2020 • Stonemor Inc. • Services-personal services • New York
This Amendment to Registration Rights Agreement (this “Amendment”) is made and entered into as of June 19, 2020, by and among StoneMor Inc., a Delaware corporation (“StoneMor”), and each of the other parties listed on the signature pages hereto (the “Demand Holders” and, together with the Company, the “Parties”).
FIRST AMENDMENT TO NOMINATION AND DIRECTOR VOTING AGREEMENTNomination and Director Voting Agreement • April 7th, 2020 • Stonemor Inc. • Services-personal services
THIS FIRST AMENDMENT TO NOMINATION AND DIRECTOR VOTING AGREEMENT (this “Amendment”) is entered into on February 4, 2019 (the “Execution Date”), by and among StoneMor GP LLC, a Delaware limited liability company and the general partner of the Partnership (“GP”), Axar Capital Management, LP, a Delaware limited partnership (“Axar”), Axar GP LLC, a Delaware limited liability company (“Axar GP”), Axar Master Fund, Ltd., a Cayman Islands exempted limited partnership (together with Axar and Axar GP, the “Axar Entities”), StoneMor GP Holdings, LLC, a Delaware limited liability company (“GP Holdings”), and Robert B. Hellman, Jr., as trustee under the Voting and Investment Trust Agreement for the benefit of American Cemeteries Infrastructure Investors LLC (“ACII,” and, together with GP Holdings, the “ACII Entities” and, collectively with the Axar Entities, the “Principal Stockholders”). The Principal Stockholders and GP are referred to herein as the “Parties” and each as a “Party.”
FOURTH AMENDMENT TO NOMINATION AND DIRECTOR VOTING AGREEMENTAnd Director Voting Agreement • November 23rd, 2020 • Stonemor Inc. • Services-personal services
THIS FOURTH AMENDMENT TO NOMINATION AND DIRECTOR VOTING AGREEMENT (this “Amendment”) is entered into on November 20, 2020 (the “Execution Date”), by and among StoneMor Inc., a Delaware corporation (the “Company”), Axar Capital Management, LP, a Delaware limited partnership (“Axar”), Axar GP LLC, a Delaware limited liability company (“Axar GP”), Axar Master Fund, Ltd., a Cayman Islands exempted limited partnership (together with Axar and Axar GP, the “Axar Entities”), StoneMor GP Holdings, LLC, a Delaware limited liability company (“GP Holdings”), and Robert B. Hellman, Jr., as trustee under the Voting and Investment Trust Agreement for the benefit of American Cemeteries Infrastructure Investors LLC (“ACII,” and, together with GP Holdings, the “ACII Entities” and, collectively with the Axar Entities, the “Principal Stockholders”). The Principal Stockholders and the Company are referred to herein as the “Parties” and each as a “Party.”
