Cricut, Inc. Sample Contracts

CRICUT, INC. INDEMNIFICATION AGREEMENT
Indemnification Agreement • March 16th, 2021 • Cricut, Inc. • Special industry machinery, nec • Delaware

This Indemnification Agreement (this “Agreement”) is dated as of [insert date], and is between Cricut, Inc., a Delaware corporation (the “Company”), and [insert name of indemnitee] (“Indemnitee”).

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Underwriting Agreement
Underwriting Agreement • March 16th, 2021 • Cricut, Inc. • Special industry machinery, nec • New York

Cricut, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this underwriting agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”), for whom Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC are acting as representatives (the “Representatives”), an aggregate of [●] shares and, at the election of the Underwriters, up to [●] additional shares of Class A Common Stock, par value $0.001 per share (“Stock”), of the Company and the stockholders of the Company named in Schedule II hereto (the “Selling Stockholders”) propose, subject to the terms and conditions stated in this Agreement, to sell to the Underwriters an aggregate of [●] shares and, at the election of the Underwriters, up to [●] additional shares of Stock. The aggregate of [●] shares to be sold by the Company and the Selling Stockholders is herein called the “Firm Shares” and the aggregate of [●] additional shares to

CREDIT AGREEMENT dated as of September 4, 2020 among CRICUT, INC. The Other Loan Parties Party Hereto The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent and JPMORGAN CHASE BANK, N.A. and CITIBANK, N.A., as Joint Lead...
Credit Agreement • February 16th, 2021 • Cricut, Inc. • Special industry machinery, nec • New York

CREDIT AGREEMENT dated as of September 4, 2020 (as it may be amended or modified from time to time, this “Agreement”) among CRICUT, INC., a Delaware corporation (“Company”) and together with any other Person that joins this Agreement as a Borrower in accordance with the terms hereof, are referred to hereinafter each individually as a “Borrower”, and individually and collectively, jointly and severally, as the “Borrowers”), the other Loan Parties party hereto from time to time, the Lenders party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, JPMORGAN CHASE BANK, N.A. and CITIBANK, N.A., each as Joint Lead Arrangers, Co-Bookrunners and Co-Syndication Agents, and ORIGIN BANK, as Documentation Agent.

Re: Employment Letter Dear Kimball:
Letter Agreement • May 11th, 2022 • Cricut, Inc. • Special industry machinery, nec • Utah

This letter agreement (the “Agreement”) is entered into between Kimball Shill (“you”) and Cricut, Inc. (the “Company” or “we”). This Agreement is effective as of the date you sign it, as indicated below. The purpose of this Agreement is to confirm the terms and conditions of your employment effective as of April 1, 2022.

FIRST AMENDMENT TO OFFICE LEASE
Office Lease • February 16th, 2021 • Cricut, Inc. • Special industry machinery, nec • Utah

THIS AMENDMENT (this “Amendment”) is entered into as of the 6th day of January, 2017, between RIVERPARK FIVE, LLC, a Utah limited liability company (“Landlord”), and PROVO CRAFT & NOVELTY, INC., d/b/a CRICUT® a Utah corporation (“Tenant”). (Landlord and Tenant are referred to in this Amendment collectively as the “Parties” and individually as a “Party.”)

SUPPLY AGREEMENT
Supply Agreement • February 16th, 2021 • Cricut, Inc. • Special industry machinery, nec • Utah

THIS SUPPLY AGREEMENT (this “Supply Agreement”) is made and entered into effective as of the last date set forth in the signature block below (the “Effective Date”) by and between CRICUT, Inc., a Utah corporation, with its principal office at 10855 South River Front Parkway, Suite 300, South Jordan, Utah 84095, U.S.A. (“Cricut” or “Buyer”), and XIAMEN INTRETECH, INC., a China corporation with its principal office at 104 Unit, 1st Floor of 6# building, No. 2879 DongFu Road, Haicang District, Xiamen, Fujian, China and its affiliates (“Seller”). Buyer and Seller are referred to in this Agreement, individually as a “Party”, and collectively, the “Parties”. This Supply Agreement, together with any exhibits attached hereto or incorporated by reference and all applicable POs (as defined below), are referred to collectively herein as this “Agreement”, as further specified in Section IX.C. below.

OFFICE LEASE [RiverPark Corporate Center—Building Five] between RIVERPARK FIVE, LLC, a Utah limited liability company, as landlord, and PROVO CRAFT AND NOVELTY, INC., a Utah corporation, as tenant Dated November 20, 2014
Office Lease • February 16th, 2021 • Cricut, Inc. • Special industry machinery, nec • Utah

THIS OFFICE LEASE (this “Lease”) is entered into as of the 20th day of November, 2014, between RIVERPARK FIVE, LLC, a Utah limited liability company (“Landlord”), whose address is 10701 South River Front Parkway, Suite 135, South Jordan, Utah 84095, and PROVO CRAFT AND NOVELTY, INC., a Utah corporation (“Tenant”), whose address is 10876 South River Front Parkway, Suite 500, South Jordan, Utah 84095.

AMENDED AND RESTATED THIRD AMENDMENT TO OFFICE LEASE RiverPark Five, LLC/Provo Craft & Novelty, Inc.
Office Lease • February 16th, 2021 • Cricut, Inc. • Special industry machinery, nec • Utah

THIS AMENDMENT (this “Amendment”) is entered into as of the 16th day of March, 2018, between RIVERPARK FIVE, LLC, a Utah limited liability company (“Landlord”), and Cricut, Inc., (f/k/a Provo Craft & Novelty, Inc.) a Utah corporation, doing business as CRICUT® (“Tenant”). (Landlord and Tenant are referred to in this Amendment collectively as the “Parties” and individually as a “Party.”) This Amendment amends, restates, supersedes and replaces in its entirety the Third Amendment to Office Lease, executed on or about March 16, 2018, entered into between Landlord, as landlord, and Tenant, as tenant.

SECOND AMENDMENT TO OFFICE LEASE RiverPark Five, LLC/Provo Craft & Novelty, Inc.
Office Lease • February 16th, 2021 • Cricut, Inc. • Special industry machinery, nec • Utah

THIS AMENDMENT (this “Amendment”) is entered into as of the 18th day of January, 2018, between RIVERPARK FIVE, LLC, a Utah limited liability company (“Landlord”), and PROVO CRAFT & NOVELTY, INC., a Utah corporation, doing business as CRICUT® (“Tenant”). (Landlord and Tenant are referred to in this Amendment collectively as the “Parties” and individually as a “Party.”)

FOURTH AMENDMENT TO OFFICE LEASE RiverPark Five, LLC/Cricut, Inc.
Office Lease • March 9th, 2022 • Cricut, Inc. • Special industry machinery, nec • Utah

THIS AMENDMENT (this “Amendment”) is entered into as of the ____ day of December, 2021, between RIVERPARK FIVE, LLC, a Utah limited liability company (“Landlord”), and CRICUT, INC., a Delaware corporation (“Tenant”). (Landlord and Tenant are referred to in this Amendment collectively as the “Parties” and individually as a “Party.”)

EMPLOYMENT AGREEMENT
Employment Agreement • March 16th, 2021 • Cricut, Inc. • Special industry machinery, nec • Utah

This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into between Cricut, Inc., a Delaware corporation (the “Company”), and Ashish Arora (the “Executive”), effective as of the Effective Date (as defined below). The Company and the Executive are referred to collectively as the “Parties.”

PROVO CRAFT HOLDINGS, LLC ZERO STRIKE INCENTIVE UNIT SUBSCRIPTION AGREEMENT
Strike Incentive Unit Subscription Agreement • March 16th, 2021 • Cricut, Inc. • Special industry machinery, nec • Delaware

This ZERO STRIKE INCENTIVE UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is dated effective as of ___________ (the “Effective Date”), by and between Provo Craft Holdings, LLC, a Delaware limited liability company (the “Company”) and the party whose signature appears on the signature page hereto (the “Buyer”).

THE AWARD MADE PURSUANT TO THE TERMS OF THIS ZERO STRIKE INCENTIVE UNITS AWARD AGREEMENT, AND THE ZERO STRIKE INCENTIVE UNITS SUBJECT TO THE AWARD, HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED, OR...
Zero Strike Incentive Units Award Agreement • March 16th, 2021 • Cricut, Inc. • Special industry machinery, nec • Delaware

THIS ZERO STRIKE INCENTIVE UNITS AWARD AGREEMENT (this “Agreement”) dated as of ______ __, ______ (the “Date of Award”) represents the grant of the number of Zero Strike Incentive Units set forth in Section 3 (subject to adjustment in accordance with this Agreement, the “Zero Strike Incentive Units”) by Cricut Holdings, LLC, a Delaware limited liability company (the “Company”), to [Name] (the “Participant”), pursuant to the provisions of the Company’s Third Amended and Restated Limited Liability Company Agreement dated June 11, 2015, as it may be amended from time to time (the “LLC Agreement”). In consideration of the covenants and agreements herein contained, the parties hereto agree as follows:

Letter of Confidentiality
Incentive Units Award Agreement • March 16th, 2021 • Cricut, Inc. • Special industry machinery, nec • Delaware

As you now know, you are being awarded certain Incentive Units in Cricut Holdings, LLC. Your participation is subject to the terms outlined in the Award Agreement, and is subject to conditions including (but not limited to) the vesting schedule and a management equity participation threshold. The award of these units comes on the recommendation of management, but is a grant authorized by the Cricut Holdings LLC Board of Managers directly to you. Because these Awards are being made to a select group of employees, the existence of the Award and the amount, conditions, and vesting of your units, is a sensitive and confidential matter. We request that it is not to be discussed between yourself and your manager1, or with any other employee or contractor of the Company, or to be disclosed in a way that makes the existence or details of the award likely to be known by other employees. Disclosure would constitute “cause” as defined in the Award Agreement. You are free to discuss the details of

PROVO CRAFT HOLDINGS, LLC INCENTIVE UNIT SUBSCRIPTION AGREEMENT
Incentive Unit Subscription Agreement • March 16th, 2021 • Cricut, Inc. • Special industry machinery, nec • Delaware

This INCENTIVE UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is dated effective as of ___________ (the “Effective Date”), by and between Provo Craft Holdings, LLC, a Delaware limited liability company (the “Company”) and the party whose signature appear on the signature page hereto (the “Buyer”).

CRICUT HOLDINGS, LLC a Delaware limited liability company ANNOUNCEMENT of BONUS PURCHASE
Bonus Purchase Agreement • March 16th, 2021 • Cricut, Inc. • Special industry machinery, nec • Delaware

You (“Participant”) have purchased a Bonus Right (this “Right”) by Cricut Holdings, LLC, a Delaware limited liability company (the “Company”). This Right shall be subject to the terms and conditions of this Announcement of Bonus Purchase (this “Announcement”) and the Bonus Purchase Agreement attached hereto (the “Purchase Agreement”). The purpose and intent of this Right is to issue you an economic benefit, which will be economically equivalent to purchasing equity interests in the Company, without actually purchasing such interests. Capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Purchase Agreement or if not defined in the Purchase Agreement, as ascribed to them in the Company’s Third Amended and Restated Limited Liability Company Agreement dated June 11, 2015, as it may be amended from time to time (the “LLC Agreement”), a copy of which has been provided to Participant.

OPTION AGREEMENT
Option Agreement • March 16th, 2021 • Cricut, Inc. • Special industry machinery, nec • Delaware

This OPTION AGREEMENT (this “Agreement”) is dated effective as of December __, 2020 (the “Effective Date”), by and between Cricut Holdings, LLC, a Delaware limited liability company (the “Company”), and the party whose signature appears on the signature page hereto (the “Optionee”).

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