The Vita Coco Company, Inc. Shares of Common Stock, Par Value $0.01 Per Share Underwriting AgreementUnderwriting Agreement • October 12th, 2021 • Vita Coco Company, Inc. • Beverages • New York
The Vita Coco Company, Inc., 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 of common stock, par value $0.01 per share (“Common Stock”), of the Company. The stockholders of the Company named in Schedule II hereto (the “Selling Stockholders”) propose, subject to the terms and conditions stated in this this Agreement, to sell to the Underwriters an aggregate of shares of Common Stock and, at the election of the Underwriters, up to additional shares of Common Stock. The aggregate of shares of Common Stock to be sold by the Company and the Selling Stockholders are herein called the “Firm Shares” and the aggregate of additional shares to be sold by the Selling Stockholders are herein called the “Optional Shares.” The Firm Shares and the Optional Shares that the Underwriters elect to pur
THE VITA COCO COMPANY, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • October 12th, 2021 • Vita Coco Company, Inc. • Beverages • Delaware
This Indemnification Agreement (“Agreement”) is made as of October [ ], 2021 by and between The Vita Coco Company, Inc., a Delaware public benefit corporation (the “Company”), and [ • ], a member of the Board of Directors or an officer of the Company (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering indemnification and advancement.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 12th, 2021 • Vita Coco Company, Inc. • Beverages • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of ____, 2021 (the “Effective Date”), by and among The Vita Coco Company, Inc., a Delaware corporation (the “Company”) and (i) Verlinvest Beverages SA, a company organized and existing under Belgian Law (the “Lead Investor”), and (ii) each other Person identified on the Schedule of Holders attached hereto as of the date hereof (together with the Lead Investor, the “Investors”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • October 12th, 2021 • Vita Coco Company, Inc. • Beverages • New York
This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of [ • ], 2021, by and between THE VITA COCO COMPANY, INC., a Delaware corporation (together with its predecessors and successors, the “Corporation”) and MICHAEL KIRBAN (the “Employee”). This Agreement shall be effective as of the date of closing of the initial public offering of the Corporation (the “IPO”), or such other date mutually agreed in writing between the parties (such date, the “Effective Date”) and shall amend and restate in its entirety that certain Employment Agreement, dated as of July 14, 2014, by and between the Corporation and the Employee, as amended by that certain First Amendment to Employment Agreement, dated as of March 1, 2019, and that certain Second Amendment to Employment Agreement, dated as of February 3, 2020 (collectively, the “Original Agreement”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • October 12th, 2021 • Vita Coco Company, Inc. • Beverages • New York
This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of [ • ], 2021, by and between THE VITA COCO COMPANY, INC., a Delaware corporation (together with its predecessors and successors, the “Corporation”) and MARTIN ROPER (the “Employee”). This Agreement shall be effective as of the date of closing of the initial public offering of the Corporation, which shall include any transaction resulting in any class of the Corporation’s equity converting into publicly traded shares (the “IPO”), or such other date mutually agreed in writing between the parties (such date, the “Effective Date”) and shall amend and restate in its entirety that certain Employment Agreement, dated as of September 18, 2019, by and between the Corporation and the Employee, as amended by that certain First Amendment to Employment Agreement, dated as of May 19, 2020, and that certain Second Amendment to Employment Agreement, dated as of December 27, 2020 (collectively, the “Original
INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • October 12th, 2021 • Vita Coco Company, Inc. • Beverages • Delaware
THIS INVESTOR RIGHTS AGREEMENT (this “Agreement”), dated as of _____, 2021 (the “Effective Date”), is among The Vita Coco Company, Inc., a Delaware corporation (the “Company”), Verlinvest Beverages SA, a company organized and existing under Belgian law (“Verlinvest”), Michael Kirban and Ira Liran.
