INDEMNIFICATION AGREEMENTIndemnification Agreement • August 1st, 2022 • FTAI Infrastructure Inc. • Wholesale-petroleum bulk stations & terminals • Delaware
THIS AGREEMENT, dated as of [●] (this “Agreement”), between FTAI Infrastructure Inc., a Delaware corporation (the “Company”), and [●] (“Indemnitee”).
REGISTRATION RIGHTS AGREEMENT dated as of August 1, 2022 among FTAI INFRASTRUCTURE INC. and THE STOCKHOLDERS SET FORTH ON THE SIGNATURE PAGES HERETORegistration Rights Agreement • August 1st, 2022 • FTAI Infrastructure Inc. • Wholesale-petroleum bulk stations & terminals • Delaware
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 1, 2022, is made by and among the Initial Stockholders (as defined herein) and FTAI Infrastructure Inc., a Delaware corporation (including its successors and assigns, the “Company”).
AMENDED AND RESTATED MANAGEMENT AND ADVISORY AGREEMENT dated as of July 31, 2022 between FTAI INFRASTRUCTURE INC. and FIG LLCManagement and Advisory Agreement • August 1st, 2022 • FTAI Infrastructure Inc. • Wholesale-petroleum bulk stations & terminals • New York
THIS AMENDED AND RESTATED MANAGEMENT AND ADVISORY AGREEMENT, is made as of July 31, 2022 (the “Agreement”) by and among FTAI INFRASTRUCTURE INC., a Delaware corporation (the “Company”), and FIG LLC, a Delaware limited liability company (together with its permitted assignees, the “Manager”).
INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • August 1st, 2022 • FTAI Infrastructure Inc. • Wholesale-petroleum bulk stations & terminals • Delaware
This INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), dated as of August 1, 2022, is made by and among FTAI Infrastructure Inc., a Delaware corporation (the “Company”), each of the Parties listed on Exhibit A hereto from time to time as an “Investor” and any Transferees who become party hereto in accordance with this Agreement (each, an “Investor” and, collectively, the “Investors” and, together with the Company, the “Parties”). Capitalized terms used in this Agreement and not otherwise defined shall have the meanings specified in Section 6.1.
SEPARATION AND DISTRIBUTION AGREEMENT by and between FORTRESS TRANSPORTATION & INFRASTRUCTURE INVESTORS LLC and FTAI INFRASTRUCTURE INC. dated as of August 1, 2022Separation and Distribution Agreement • August 1st, 2022 • FTAI Infrastructure Inc. • Wholesale-petroleum bulk stations & terminals • New York
This SEPARATION AND DISTRIBUTION AGREEMENT (this “Agreement”) is entered into as of August 1, 2022, by and between Fortress Transportation and Infrastructure Investors LLC, a Delaware limited liability company (“FTAI”), and FTAI Infrastructure Inc., a Delaware corporation (“FTAI Infrastructure”). FTAI and FTAI Infrastructure are sometimes referred to herein individually as a “Party,” and collectively as the “Parties.” Capitalized terms used but not otherwise defined herein shall have the respective meanings set forth or referenced in Section 1.1.
TRADEMARK LICENSE AGREEMENTTrademark License Agreement • August 1st, 2022 • FTAI Infrastructure Inc. • Wholesale-petroleum bulk stations & terminals • New York
This TRADEMARK LICENSE AGREEMENT (this “Agreement”) is entered into as of August 1, 2022 (the “Effective Date”), by and between Fortress Transportation and Infrastructure Investors LLC, a Delaware limited liability company (“Licensor”), and FTAI Infrastructure Inc., a Delaware corporation (“Licensee”). Licensor and Licensee are sometimes referred to herein individually as a “Party,” and collectively as the “Parties.” Capitalized terms used but not otherwise defined herein shall have the respective meanings set forth or referenced in Section 1.
ContractWarrant Agreement • August 1st, 2022 • FTAI Infrastructure Inc. • Wholesale-petroleum bulk stations & terminals • New York
ContractSecond Supplemental Indenture • August 1st, 2022 • FTAI Infrastructure Inc. • Wholesale-petroleum bulk stations & terminals • New York
Second Supplemental Indenture (this “Supplemental Indenture”), dated as of August 1, 2022, among FTAI Infrastructure Inc., a Delaware corporation (the “Issuer”), the guarantors party hereto (the “Guarantors”) and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”) and as notes collateral agent (the “Notes Collateral Agent”).
