FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • July 12th, 2021 • Zevia PBC • Bottled & canned soft drinks & carbonated waters • Delaware
This Indemnification Agreement (this “Agreement”) is entered into as of __________ by and between Zevia PBC, a Delaware corporation (the “Company”), and __________ (the “Indemnitee”) and shall be deemed effective upon the earliest date that the Indemnitee is duly elected or appointed as a director or officer of the Company.
TAX RECEIVABLE AGREEMENT dated as of July 21, 2021Tax Receivable Agreement • August 13th, 2021 • Zevia PBC • Bottled & canned soft drinks & carbonated waters • Delaware
This TAX RECEIVABLE AGREEMENT (this “Agreement”), dated as of July 21, 2021, is entered into by and among Zevia PBC, a Delaware corporation (Zevia PBC and each of its Subsidiaries that is classified as a corporation for U.S. federal income tax purposes, and each successor thereto, the “Corporation”), Zevia LLC, a Delaware limited liability company that is classified as a partnership for U.S. federal income tax purposes (the “Company”), each of the TRA Holders, and the TRA Representative.
SEVERANCE AGREEMENTSeverance Agreement • November 7th, 2023 • Zevia PBC • Bottled & canned soft drinks & carbonated waters • California
This SEVERANCE AGREEMENT (this “Agreement”) is entered into as of August 15, 2022 (the “Effective Date”), by and between Zevia PBC, a Delaware public benefit corporation (the “Company”), and Florence C. Neubauer (“Executive”).
THIRTEENTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF ZEVIA LLC a Delaware limited liability company dated as of July 21, 2021Limited Liability Company Agreement • August 13th, 2021 • Zevia PBC • Bottled & canned soft drinks & carbonated waters • Delaware
THIS THIRTEENTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of ZEVIA LLC, a Delaware limited liability company (the “Company”), dated as of July 21, 2021, is entered into by and among each of the persons admitted as a Member as of the date hereof as listed on Annex A (the “Initial Members”), and Zevia PBC, a Delaware public benefit corporation (the “Managing Member”).
ZEVIA PBC ELEVENTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT July 21, 2021Registration Rights Agreement • August 13th, 2021 • Zevia PBC • Bottled & canned soft drinks & carbonated waters • Delaware
This Eleventh Amended and Restated Registration Rights Agreement (this “Agreement”) is dated as of July 21, 2021, and is by and among Zevia PBC, a Delaware public benefit corporation (the “Company”), each person and entity executing this Agreement on Schedule I hereto (each, a “Holder” and collectively, the “Holders”).
SEPARATION AGREEMENT AND GENERAL RELEASE OF CLAIMSSeparation Agreement and General Release of Claims • November 7th, 2023 • Zevia PBC • Bottled & canned soft drinks & carbonated waters • California
This SEPARATION AGREEMENT AND GENERAL RELEASE OF CLAIMS (this “Agreement”) is entered into by and between Zevia PBC, a Delaware public benefit corporation (the “Company”), and Quincy B. Troupe (“Employee”). Employee and the Company are each referred to herein as a “Party” and collectively as the “Parties.”
Zevia PBC Class A Common Stock, Par Value $0.001 per Share Underwriting AgreementUnderwriting Agreement • July 13th, 2021 • Zevia PBC • Bottled & canned soft drinks & carbonated waters • New York
Zevia PBC, a Delaware public benefit corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [ ● ] shares (the “Firm Shares”) and, at the election of the Underwriters, up to [ ● ] additional shares (the “Optional Shares”) of Class A common stock, par value $0.001 per share (“Stock”), of the Company. The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Shares”.
FIRST AMENDMENT TO ZEVIA LLC, A DELAWARE LIMITED LIABILITY COMPANY NOTICE OF RESTRICTED CLASS C COMMON UNIT AWARDZevia PBC • June 25th, 2021 • Bottled & canned soft drinks & carbonated waters • Delaware
This First Amendment (this “Amendment” to the Notice of Restricted Class C Common Unit Award and Restricted Class C Common Unit Agreement by and between ___________________ (the “Participant”) and Zevia LLC (the “Company”) dated August 30, 2020 (collectively, the “RCCCU Agreement”) is hereby entered into between the Participant and the Company effective as of ________________ (the “Amendment Effective Date”) Capitalized terms not otherwise defined herein shall have the meanings set forth in the RCCCU Agreement or the Limited Liability Company Agreement of Zevia LLC, as such may be amended from time to time, as applicable.
ZEVIA LLC (Effective as of September 23, 2010)2011 Unit Incentive Plan • June 25th, 2021 • Zevia PBC • Bottled & canned soft drinks & carbonated waters • Delaware
FIRST AMENDMENT TO ZEVIA LLC, A DELAWARE LIMITED LIABILITY COMPANY NOTICE OF RESTRICTED PHANTOM CLASS C COMMON UNIT AWARD AND RESTRICTED PHANTOM CLASS C COMMON UNIT AGREEMENTCommon Unit Agreement • July 12th, 2021 • Zevia PBC • Bottled & canned soft drinks & carbonated waters • Delaware
This First Amendment (this “Amendment”) to the Notice of Restricted Phantom Class C Common Unit Award and Restricted Class C Common Unit Agreement by and between (the “Participant”) and Zevia LLC (the “Company”) dated January 1, 2019 (collectively, the “Award Agreement”) is hereby entered into between the Participant and the Company effective as of , 2021 (the “Amendment Effective Date”). Capitalized terms not otherwise defined herein shall have the meanings set forth in the Award Agreement or the Limited Liability Company Agreement of Zevia LLC, as such may be amended from time to time, as applicable.
ADDENDUM TO SEPARATION AGREEMENT AND GENERAL RELEASE OF CLAIMSSeparation Agreement and General Release of Claims • August 11th, 2022 • Zevia PBC • Bottled & canned soft drinks & carbonated waters
This ADDENDUM (this “Addendum”) TO SEPARATION AGREEMENT AND GENERAL RELEASE OF CLAIMS (the “Agreement”) is entered into by and between Zevia PBC, a Delaware public benefit corporation (the “Company”), and William D. Beech (“Employee”). Employee and the Company are each referred to herein as a “Party” and collectively as the “Parties.”
