P10, Inc. Sample Contracts

P10, INC. INDEMNIFICATION AGREEMENT
Indemnification Agreement • September 27th, 2021 • P10, Inc. • Investment advice • Delaware

This Indemnification Agreement (“Agreement”), dated as of [●], 2021, is by and between P10, Inc., a Delaware corporation (the “Company”) and [NAME OF DIRECTOR/OFFICER] (the “Indemnitee”).

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Shares P10, INC. CLASS A COMMON STOCK (PAR VALUE $0.001 PER SHARE) UNDERWRITING AGREEMENT
Underwriting Agreement • October 12th, 2021 • P10, Inc. • Investment advice • New York
RIGHTS AGREEMENT
Rights Agreement • October 26th, 2021 • P10, Inc. • Investment advice • Delaware

• 10 business days (or a later date determined by our Board of Directors) after a person or group begins a tender or an exchange offer that, if completed, would result in that person or group becoming an acquiring person.

20,000,000 Shares P10, INC. CLASS A COMMON STOCK (PAR VALUE $0.001 PER SHARE) UNDERWRITING AGREEMENT
Underwriting Agreement • October 26th, 2021 • P10, Inc. • Investment advice • New York
Certain information has been excluded pursuant to Regulation S-K, Item 601(b)(10)(iv) from this Document because it is both not material and is the type that the registrant treats as private or confidential. SECURITIES PURCHASE AGREEMENT by and among...
Securities Purchase Agreement • September 27th, 2021 • P10, Inc. • Investment advice • New York

This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of November 19, 2020, by and among (i) P10 Intermediate Holdings LLC, a Delaware limited liability company (“Buyer”), (ii) Enhanced Capital Group, LLC, a Delaware limited liability company (“ECG”) and Enhanced Capital Partners, LLC, a Delaware limited liability company (“ECP” and together with ECG, the “Companies” and each, a “Company”), (iii) the parties set forth on Schedule A (the “Sellers” and each, a “Seller”), (iv) solely for purposes of Section 6.18, the parties set forth on Schedule B (the “Seller Owners” and each, a “Seller Owner”), (v) solely in its capacity as the representative of the Sellers, Stone Point Capital LLC, a Delaware limited liability company (the “Seller Representative”), and (vi) solely for purposes of Section 5.1, Section 5.2, Section 5.3, Section 5.7, Section 5.8, Section 5.9, Section 6.20, Section 6.24 and Section 11.22, P10 Holdings, Inc., a Delaware corporation (“Holdings”).

EMPLOYMENT AGREEMENT
Employment Agreement • August 20th, 2021 • P10, Inc. • Investment advice • Texas

This Employment Agreement (the “Employment Agreement”), is made and entered into as of January 1, 2021, by and between P10 Holdings, Inc. (the “Company”), and Robert Alpert (the “Executive”).

INCREASE JOINDER AND FIRST AMENDMENT
Credit Agreement • August 26th, 2022 • P10, Inc. • Investment advice • New York

THIS CREDIT AGREEMENT, dated as of December 22, 2021 (this “Agreement”), is entered into by and among the Lenders identified on the signature pages hereof (together with their respective successors and permitted assigns), JPMORGAN CHASE BANK, N.A., a national banking association (“JPMCB”), as administrative agent for the Lenders and as collateral agent for the Secured Parties (together with its successors and assigns in such capacities, the “Agent”), P10, INC., a Delaware corporation (the “Borrower”), and the Guarantors (as defined below) party hereto from time to time.

Certain information has been excluded pursuant to Regulation S-K, Item 601(b)(10)(iv) from this Document because it is both not material and is the type that the registrant treats as private or confidential. ADVISORY AGREEMENT
Advisory Agreement • September 27th, 2021 • P10, Inc. • Investment advice

THIS ADVISORY AGREEMENT (this “Agreement”) is entered into as of November 19, 2020 (the “Execution Date”), by and between Enhanced Capital Group, LLC, a Delaware limited liability company (“Advisor”), and Enhanced Permanent Capital, LLC, a Delaware limited liability company (“Company”), to be effective as of the Effective Time.

Certain information has been excluded pursuant to Regulation S-K, Item 601(b)(10)(iv) from this Document because it is both not material and is the type that the registrant treats as private or confidential. REORGANIZATION AGREEMENT
Reorganization Agreement • September 27th, 2021 • P10, Inc. • Investment advice

THIS REORGANIZATION AGREEMENT (“Agreement”) is made and entered into as of November 19, 2020 (the “Execution Date”), by and among Enhanced Capital Group, LLC, a Delaware limited liability company (“ECG”), Enhanced Tax Credit Finance, LLC, a Delaware limited liability company (“ETCF”), Enhanced Capital Partners, LLC, a Delaware limited liability company (“ECP”), Enhanced Permanent Capital, LLC, a Delaware limited liability company (“Enhanced PC”), Enhanced Capital Holdings, Inc., a Delaware corporation (“ECH”), and solely for purposes of Section 3.1(c), Michael Korengold. Each of ECG, ETCF, ECP, Enhanced PC, and ECH are sometimes referred to herein individually as a “Party,” and collectively, as the “Parties.” Unless otherwise specified, capitalized terms used but not defined herein have the meanings ascribed to such terms in the SPA (as hereinafter defined).

Certain information has been excluded pursuant to Regulation S-K, Item 601(b)(10)(iv) from this Document because it is both not material and is the type that the registrant treats as private or confidential. ADMINISTRATIVE SERVICES AGREEMENT
Administrative Services Agreement • September 27th, 2021 • P10, Inc. • Investment advice • New York

THIS ADMINISTRATIVE SERVICES AGREEMENT (this “Agreement”) is entered into as of November 19, 2020 (the “Execution Date”), by and between Enhanced Capital Group, LLC, a Delaware limited liability company (together with its successors and permitted assigns, “LLC”), and Enhanced Capital Holdings, Inc., a Delaware corporation (“Holdings”), to be effective as of the Effective Date (as defined herein).

Certain information has been excluded pursuant to Regulation S-K, Item 601(b)(10)(iv) from this Document because it is both not material and is the type that the registrant treats as private or confidential. SALE AND PURCHASE AGREEMENT by and among...
Sale and Purchase Agreement • September 27th, 2021 • P10, Inc. • Investment advice • New York

SALE AND PURCHASE AGREEMENT, dated as of August 24, 2020 (this “Agreement”), by and among TrueBridge Capital Partners LLC, a Delaware limited liability company (the “Company”), TrueBridge Colonial Fund, u/a dated 11/15/2015 (“TCF”), MAW Management Co., a Delaware corporation (“MAW” and, together with TCF, the “Sellers”), Edwin Poston (“Poston”), solely for purposes of Sections 8.7 and 11.9, Mel A. Williams (“Williams” and, together with Poston, the “Seller Owners”), solely for purposes of Sections 8.7 and 11.10, Poston and Williams (in their capacity as the Seller Representative), P10 Intermediate Holdings LLC, a Delaware limited liability company (the “ Buyer”), and P10 Holdings, Inc., a Delaware corporation (the “Guarantor”), solely for purposes of Section 11.11. Capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in SECTION 1.

EMPLOYMENT AGREEMENT
Employment Agreement • September 27th, 2021 • P10, Inc. • Investment advice • Illinois

This Employment Agreement (the “Agreement”) is made and entered into as of October 6, 2017, and shall be effective as of January 1, 2018 (the “Effective Date”), by and between William F. Souder (the “Executive”) and RCP Advisors 3, LLC, a Delaware limited liability company (the “Company”).

EXECUTIVE TRANSITION AGREEMENT
Executive Transition Agreement • November 13th, 2023 • P10, Inc. • Investment advice • Texas

This Executive Transition Agreement (this “Agreement”) is entered into as of October 20, 2023 by and between Robert Alpert (the “Executive”) and P10 Intermediate Holdings, Inc. (the “Company”) on behalf of it and its parent, subsidiaries, successors, and assigns, including but not limited to P10, Inc. (“P10”) (collectively with Executive, the “Parties”).

STOCKHOLDERS AGREEMENT
Stockholders Agreement • October 26th, 2021 • P10, Inc. • Investment advice • Delaware

This Stockholders Agreement (this “Agreement”) is made and entered into as of October 20, 2021, among P10, Inc., a Delaware corporation (the “Company”), and the persons identified on Schedule A hereto as “Investors” (collectively, the “Investors” and, each individually, an “Investor”), and is joined by the Original Agreement Parties (defined below) who are not Investors for the limited purpose of consenting to the provisions of this Agreement.

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Amended and Restated • May 15th, 2023 • P10, Inc. • Investment advice • Texas

This Amended and Restated Employment Agreement (the “Agreement”) is entered into as of May 12, 2023 (the “Effective Date”), by and between Robert Alpert (the “Executive”) and P10 Intermediate Holdings, LLC (the “Company”) on behalf of it and its parent, subsidiaries, successors, and assigns, including but not limited to P10, Inc. (“P10”), P10 Holdings, Inc. (“P10 Holdings”), and the Affiliated Entities (as defined below), (collectively with Executive, the “Parties”).

ASSET PURCHASE AGREEMENT among ABERDEEN STANDARD INVESTMENTS INC. ABERDEEN CAPITAL MANAGEMENT LLC ASI HARK CAPITAL II GP, LLC ASI HARK CAPITAL III GP, LLC and HARK CAPITAL ADVISORS LLC and, with respect to Section 15.16, P10 HOLDINGS, INC. Dated as of...
Asset Purchase Agreement • October 12th, 2021 • P10, Inc. • Investment advice • New York

This ASSET PURCHASE AGREEMENT (this “Agreement”) is made as of August 18, 2021 by and among Aberdeen Standard Investments Inc., a Delaware corporation (“ASI”), Aberdeen Capital Management LLC, a Connecticut limited liability company (“ACM” and, collectively with ASI, the “Sellers” and each, a “Seller”), Hark Capital Advisors LLC, a Delaware limited liability company (the “Buyer”), and, with respect to Section 15.16, P10 Holdings, Inc., a Delaware corporation (the “Buyer Parent”).

CREDIT AGREEMENT dated as of December 22, 2021 among P10, INC., as the Borrower THE GUARANTORS PARTY HERETO FROM TIME TO TIME, THE LENDERS PARTY HERETO FROM TIME TO TIME and JPMORGAN CHASE BANK, N.A., as Administrative Agent and Collateral Agent...
Credit Agreement • December 23rd, 2021 • P10, Inc. • Investment advice • New York

THIS CREDIT AGREEMENT, dated as of December 22, 2021 (this “Agreement”), is entered into by and among the Lenders identified on the signature pages hereof (together with their respective successors and permitted assigns), JPMORGAN CHASE BANK, N.A., a national banking association (“JPMCB”), as administrative agent for the Lenders and as collateral agent for the Secured Parties (together with its successors and assigns in such capacities, the “Agent”), P10, INC., a Delaware corporation (the “Borrower”), and the Guarantors (as defined below) party hereto from time to time.

CONTROLLED COMPANY AGREEMENT
Controlled Company Agreement • October 26th, 2021 • P10, Inc. • Investment advice • Delaware

This CONTROLLED COMPANY AGREEMENT (as the same may be amended from time to time in accordance with its terms, the “Agreement”) is entered into as of October 20, 2021, by and among the parties listed on the signature pages hereto (each a “Stockholder” and, collectively, the “Stockholders”).

EMPLOYMENT AGREEMENT
Employment Agreement • March 27th, 2023 • P10, Inc. • Investment advice • Texas

This Employment Agreement (the “Employment Agreement”), is made and entered into as of November 11, 2022, by and between P10 Intermediate Holdings, LLC (the “Company”), and Amanda Coussens (the “Executive”).

TrueBridge Capital Partners LLC Chapel Hill, North Carolina 27517
Letter Agreement • September 27th, 2021 • P10, Inc. • Investment advice • Delaware

This letter agreement (this “ Letter Agreement”) confirms the agreement by and among: (i) P10 Intermediate Holdings LLC, a Delaware limited liability company (the “Buyer”), (ii) TrueBridge Capital Partners LLC, a Delaware limited liability company (the “Company”), (iii) Edwin Poston and (iv) Mel A. Williams (each of (iii) and (iv) is referred to herein as a “Seller Owner” and, collectively, as the “Seller Owners”), to address certain issues presented by the Sellers’ sale of the Company to the Buyer (the “Acquisition”) pursuant to that certain Sale and Purchase Agreement dated as of August 24, 2020, by and among the Company, the Sellers, the Seller Owners, the Buyer and the Guarantor (the “Purchase Agreement”). Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement.

AMENDMENT NO. 1 TO CONTROLLED COMPANY AGREEMENT
Controlled Company Agreement • August 14th, 2023 • P10, Inc. • Investment advice

This AMENDMENT NO. 1 TO CONTROLLED COMPANY AGREEMENT (the “Amendment”) is entered into as of May 16, 2023 to amend that Controlled Company Agreement dated as of October 20, 2021 (the “Controlled Company Agreement”), by and among the parties listed on the signature pages thereto, and shall be effective as of the Effective Date (as defined below). Capitalized terms not otherwise defined herein shall have the meanings ascribed in the Controlled Company Agreement.

AMENDMENT NO. 1 TO REORGANIZATION AGREEMENT
Reorganization Agreement • May 13th, 2021 • P10, Inc. • Investment advice

This Amendment No. 1 to the Reorganization Agreement (this “Amendment”) is made and entered into, as of December 14, 2020, by and among Enhanced Capital Group, LLC, a Delaware limited liability company (“ECG”), Enhanced Tax Credit Finance, LLC, a Delaware limited liability company (“ETCF”), Enhanced Capital Partners, LLC, a Delaware limited liability company (“ECP”), Enhanced Permanent Capital, LLC, a Delaware limited liability company (“Enhanced PC”), and Enhanced Capital Holdings, Inc., a Delaware corporation (“ECH”). Each of ECG, ETCF, ECP, Enhanced PC, and ECH are sometimes referred to herein individually as a “Party,” and collectively, as the “Parties.” Unless otherwise specified, capitalized terms used but not defined herein have the meanings ascribed to such terms in the Agreement (as hereinafter defined).

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Five Points Capital, Inc. Winston-Salem, NC 27101
Letter Agreement • September 27th, 2021 • P10, Inc. • Investment advice • Delaware

This letter agreement (this “Letter Agreement”) confirms the agreement by and among: (i) P10 Intermediate Holdings LLC, a Delaware limited liability company (the “Buyer”), (ii) Five Points Capital, Inc., a North Carolina S corporation (the “Company”), (iii) Jonathan B. Blanco, (iv) S. Whitfield Edwards, (v) Scott L. Snow and (vi) Marshall C. White (each of (iii)–(vi) is referred to herein as a “G2 Partner” and, collectively, as the “G2 Partners”) to address certain issues presented by the sale of the Company to the Buyer (the “Acquisition”) pursuant to that certain Sale and Purchase Agreement dated as of January 16, 2020, by and among the Company, the Sellers, the Buyer, the Seller Representative and the Guarantor (the “Purchase Agreement”). The GP Entities and the G2 Partners are collectively referred to herein as the “FP Parties” and, each individually, as an “FP Party.” Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement.

FIRST AMENDMENT TO RIGHTS AGREEMENT
Rights Agreement • September 19th, 2023 • P10, Inc. • Investment advice • Delaware

THIS FIRST AMENDMENT TO RIGHTS AGREEMENT, dated as of September 15, 2023 (this “Amendment”), by and between P10, Inc., a Delaware corporation (the “Company”), and Equiniti Trust Company, LLC (f/k/a American Stock Transfer & Trust Company, LLC), as rights agent (the “Rights Agent”). Unless the context otherwise requires, capitalized terms used in this Amendment have the respective meaning given to them in the Original Agreement (defined below).

COMPANY LOCK-UP AGREEMENT
Company Lock-Up Agreement • October 12th, 2021 • P10, Inc. • Investment advice • Delaware

This COMPANY LOCK-UP AGREEMENT (as the same may be amended from time to time in accordance with its terms, the “Agreement”) is entered into as of ___________, 2021, by and between the party listed on the signature page hereto (the “Restricted Stockholder”).

AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • September 27th, 2021 • P10, Inc. • Investment advice • Texas

This Amendment to that certain employment agreement made and entered into by and between Jeff P. Gehl (the “Executive”) and RCP Advisors 3, LLC, a Delaware limited liability company (“RCP”) effective as of January 1, 2018 (the “Employment Agreement”) shall be effective as of January 1, 2021 (the “Effective Date”).

EMPLOYMENT AGREEMENT
Employment Agreement • November 13th, 2023 • P10, Inc. • Investment advice • Texas

This Employment Agreement (the “Agreement”), is made and entered into as of October 20, 2023, by and between P10 Intermediate Holdings, LLC, a Delaware corporation (the “Company”), and Luke A. Sarsfield III (the “Executive”).

EXCHANGE AGREEMENT
Exchange Agreement • August 26th, 2022 • P10, Inc. • Investment advice • Delaware

This EXCHANGE AGREEMENT (this “Agreement”), is made as of August 25, 2022, but to be effective only as of the Closing (as defined in the Purchase Agreement (as defined below)) by and among P10, Inc. a Delaware corporation (the “Company”), P10 Holdings Inc., a Delaware corporation (“P10 Holdings”), P10 Intermediate Holdings LLC, a Delaware limited liability company (the “LLC”), and the LLC Unitholders (as defined herein).

AMENDMENT NO. 2 TO REORGANIZATION AGREEMENT
Reorganization Agreement • May 13th, 2021 • P10, Inc. • Investment advice

This Amendment No. 2 to the Reorganization Agreement (this “Amendment”) is made and entered into on December 23, 2020, but effective as of December 14, 2020, by and among Enhanced Capital Group, LLC, a Delaware limited liability company (“ECG”), Enhanced Tax Credit Finance, LLC, a Delaware limited liability company (“ETCF”), Enhanced Capital Partners, LLC, a Delaware limited liability company (“ECP”), Enhanced Permanent Capital, LLC, a Delaware limited liability company (“Enhanced PC”), and Enhanced Capital Holdings, Inc., a Delaware corporation (“ECH”). Each of ECG, ETCF, ECP, Enhanced PC, and ECH are sometimes referred to herein individually as a “Party,” and collectively, as the “Parties.” Unless otherwise specified, capitalized terms used but not defined herein have the meanings ascribed to such terms in the Agreement (as hereinafter defined).

SEPARATION AGREEMENT AND GENERAL RELEASE
Separation Agreement and General Release • May 15th, 2023 • P10, Inc. • Investment advice • Texas

This SEPARATION AGREEMENT AND GENERAL RELEASE (“Agreement”) is made and entered into by and between Jeff P. Gehl (“Executive”) and RCP Advisors 3, LLC, a Delaware limited liability company (“RCP”) and P10 Holdings, Inc., a Delaware corporation (“P10”), (together with RCP, the “Company”).

SALE AND PURCHASE AGREEMENT by and among WESTECH INVESTMENT ADVISORS LLC, P10, INC. THE SELLERS SET FORTH ON THE SIGNATURE PAGES HERETO, DAVID R. WANEK, as the Seller Representative, and P10 INTERMEDIATE HOLDINGS LLC Dated as of August 25, 2022
Sale and Purchase Agreement • August 26th, 2022 • P10, Inc. • Investment advice • New York

SALE AND PURCHASE AGREEMENT, dated as of August 25, 2022 (this “Agreement”), by and among (i) Westech Investment Advisors LLC, a California limited liability company (the “Company”), (ii) P10, Inc., a Delaware corporation (the “Parent”), (iii) Westech Investment Management, Inc., a California corporation, Maurice C. Werdegar, David R. Wanek, the Bonnie Sue Swenson Survivors Trust and Jay L. Cohan (each a “Seller” and collectively, the “Sellers”), (iv) David R. Wanek (in his capacity as the Seller Representative), and (v) P10 Intermediate Holdings LLC, a Delaware limited liability company (the “Buyer”). Capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in Section 1.

EMPLOYMENT AGREEMENT
Employment Agreement • May 15th, 2023 • P10, Inc. • Investment advice • Texas

This Employment Agreement (the “Agreement”), is made and entered into as of May 12, 2023, by and between P10 Intermediate Holdings, LLC (the “Company”), and William F. Souder (the “Executive”).

Five Points Capital, Inc. Winston-Salem, NC 27101
Letter Agreement • September 27th, 2021 • P10, Inc. • Investment advice • New York

This letter agreement (this “Letter Agreement”) confirms the agreement by and among: (i) P10 Intermediate Holdings LLC, a Delaware limited liability company (the “Buyer”), (ii) Five Points Capital, Inc., a North Carolina S corporation (the “Company”), (iii) David G. Townsend in his individual capacity and as Trustee of the David G. Townsend Revocable Living Trust Agreement Dated 9-9-2004, (iv) Martin P. Gilmore in his individual capacity and as Trustee of the Martin Paul Gilmore 2008 Revocable Trust dated March 17, 2008, (v) Thomas H. Westbrook and (vi) Christopher N. Jones (each of (iii)–(vi) is referred to herein as a “Seller” and, collectively, as the “Sellers”), and (vii) each signatory identified as a “GP Entity” on the signature pages hereto (each referred to herein as a “GP Entity” and, collectively, as the “GP Entities”) to address certain issues presented by the Seller’s sale of the Company to the Buyer (the “Acquisition”) pursuant to that certain Sale and Purchase Agreement d

SALE AND PURCHASE AGREEMENT by and among FIVE POINTS CAPITAL, INC., THE SELLERS PARTY HERETO, DAVID G. TOWNSEND (SOLELY IN HIS CAPACITY AS A SELLER REPRESENTATIVE), P10 INTERMEDIATE HOLDINGS LLC, and P10 HOLDINGS, INC. (SOLELY FOR PURPOSES OF SECTION...
Sale and Purchase Agreement • September 27th, 2021 • P10, Inc. • Investment advice • New York

SALE AND PURCHASE AGREEMENT, dated as of January 16, 2020 (this “Agreement”), by and among Five Points Capital, Inc., a North Carolina S corporation (the “Company”), David G. Townsend, Trustee of the David G. Townsend Revocable Living Trust Agreement Dated 9-9-2004, Martin P. Gilmore, Trustee of the Martin Paul Gilmore 2008 Revocable Trust dated March 17, 2008, Thomas H. Westbrook and Christopher N. Jones (collectively, the “Sellers”), David G. Townsend (in his capacity as the Seller Representative), P10 Intermediate Holdings LLC, a Delaware limited liability company (the “Buyer”), and P10 Holdings, Inc., a Delaware corporation (the “Guarantor”), solely for purposes of Section 11.12. Capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in Section 1.

FIFTH AMENDMENT TO CREDIT AND GUARANTY AGREEMENT
Credit and Guaranty Agreement • April 8th, 2021 • P10, Inc. • Investment advice • New York

This CREDIT AND GUARANTY AGREEMENT, dated as of October 7, 2017 (the “Closing Date”) is entered into by and among P10 RCP HOLDCO, LLC, a Delaware limited liability company (“Company”), as borrower, P10 INDUSTRIES, INC., a Delaware corporation (“Holdings”) and CERTAIN SUBSIDIARIES OF COMPANY, as Guarantors, the Lenders party hereto from time to time, and HPS INVESTMENT PARTNERS, LLC (“HPS”), as administrative agent (in such capacity, “Administrative Agent”) and collateral agent (in such capacity, “Collateral Agent”) for the Lenders.

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