BIOTE CORP. FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • June 2nd, 2022 • Biote Corp. • Medicinal chemicals & botanical products • Delaware
This Indemnification Agreement (this “Agreement”) is dated as of [•], and is between biote Corp., a Delaware corporation (the “Company”), and [•] (“Indemnitee”).
Certain identified information marked with [***] has been excluded from the exhibit because it is both not material and is the type that the registrant treats as private or confidential.Credit Agreement • June 2nd, 2022 • Biote Corp. • Medicinal chemicals & botanical products • New York
THIS CREDIT AGREEMENT (this “Agreement”) is made and entered into as of May 26, 2022, by and among BIOTE MEDICAL, LLC, a Texas limited liability company (the “Borrower”), BIOTE HOLDINGS, LLC, a Delaware limited liability company (“Holdings”), the other Guarantors (defined herein), the Lenders (defined herein), and TRUIST BANK, in its capacities as Administrative Agent, Issuing Bank and Swingline Lender.
EMPLOYMENT AGREEMENTEmployment Agreement • June 2nd, 2022 • Biote Corp. • Medicinal chemicals & botanical products • Texas
This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into by and between Cary Paulette (“Executive”) and BioTE Medical, LLC (the “Company”), and effective as of, and contingent upon, the closing of the transactions contemplated by that certain Business Combination Agreement dated as of December 13, 2021, by and among BioTE Holdings, LLC (“Holdings”), Haymaker Acquisition Corp. III (to be renamed biote Corp. as of the Effective Date), a publicly-traded Delaware corporation (“Parent”), and the other parties thereto (the “Transactions,” and such date, the “Effective Date”).
Certain identified information marked with [***] has been excluded from the exhibit because it is both not material and is the type that the registrant treats as private or confidential. TAX RECEIVABLE AGREEMENT AMONG BIOTE CORP. BIOTE HOLDINGS, LLC...Tax Receivable Agreement • June 2nd, 2022 • Biote Corp. • Medicinal chemicals & botanical products • Delaware
This TAX RECEIVABLE AGREEMENT (this “TRA Agreement”), is dated as of May 26, 2022, by and among biote Corp. (formerly, Haymaker Acquisition Corp. III), a Delaware corporation, (the “Corporate Taxpayer”), BioTE Holdings, LLC, a Delaware limited liability company (“OpCo”), and each of the members of OpCo that is a party hereto (each such member, a “TRA Party” and together the “TRA Parties”), Teresa S. Weber, in her capacity as the TRA Party Representative, and each of the other Persons from time to time that become a party to this TRA Agreement. Capitalized terms used but not defined herein shall have their respective meanings set forth in the Business Combination Agreement (as defined below).
SERVICES AGREEMENTServices Agreement • June 2nd, 2022 • Biote Corp. • Medicinal chemicals & botanical products • Texas
This SERVICES AGREEMENT (the “Agreement”) is entered into by and between Terry Weber (“Executive”) and BioTE Medical, LLC (the “Company”), and effective as of, and contingent upon, the closing of the transactions contemplated by that certain Business Combination Agreement dated as of December 13, 2021, by and among BioTE Holdings, LLC (“Holdings”), Haymaker Acquisition Corp. III (to be renamed biote Corp. as of the Effective Date), a publicly-traded Delaware corporation (“Parent”), and the other parties thereto (the “Transactions,” and such date, the “Effective Date”).
Certain identified information marked with [***] has been excluded from the exhibit because it is both not material and is the type that the registrant treats as private or confidential. INVESTOR RIGHTS AGREEMENTBiote Corp. • June 2nd, 2022 • Medicinal chemicals & botanical products • Delaware
THIS INVESTOR RIGHTS AGREEMENT (as it may be amended, supplemented or restated from time to time in accordance with the terms of this Investor Rights Agreement, the “Investor Rights Agreement”), dated as of May 26, 2022 (the “Effective Date”), is made by and among (i) biote Corp. (formerly Haymaker Acquisition Corp. III), a Delaware corporation (“PubCo” or the “Company”); (ii) each of the member signatories party hereto (each, a “Member” and collectively, the “Members”); (iii) Teresa S. Weber in her capacity as the Members’ representative hereunder (the “Members’ Representative”); (iv) Haymaker Sponsor III LLC, a Delaware limited liability company (the “Sponsor”); and (v) solely for the purpose of Section 4.3, each of the SPAC Insiders (as defined in Section 1.1). Each of PubCo, the Members, the Members’ Representative, the Sponsor and the SPAC Insiders may be referred to herein as a “Party” and collectively as the “Parties”. Capitalized terms used but not otherwise defined herein shal
SECOND AMENDED AND RESTATED OPERATING AGREEMENT OF BIOTE HOLDINGS, LLC (a Delaware limited liability company) Dated as of May 26, 2022Operating Agreement • June 2nd, 2022 • Biote Corp. • Medicinal chemicals & botanical products • Delaware
THIS SECOND AMENDED AND RESTATED OPERATING AGREEMENT (as amended, supplemented or restated from time to time in accordance herewith, this “Agreement”) of BIOTE HOLDINGS, LLC (the “Company”), dated as of May 26, 2022, is entered by and among the Company, the Original Member Representative (as defined herein), the Managing Member (as defined herein) and the other Members (as defined herein).
