0001193125-26-108634 Sample Contracts
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • March 16th, 2026 • Madison Air Solutions Corp • Industrial & commercial fans & blowers & air purifing equip • Delaware
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of [●], 202[●] between Madison Air Solutions Corporation, a Delaware corporation (the “Company”), and [●] (the “Indemnitee”). Capitalized terms used but not otherwise defined herein shall have the meaning set forth in Section 13 hereof.
FORM OF LOCK-UP AGREEMENT Madison Air Solutions Corporation Lock-Up AgreementLock-Up Agreement • March 16th, 2026 • Madison Air Solutions Corp • Industrial & commercial fans & blowers & air purifing equip
TAX MATTERS AGREEMENT DATED AS OF [●], 2026 BY AND AMONG MADISON INDUSTRIES INTERNATIONAL HOLDINGS, LLC AND MADISON AIR SOLUTIONS CORPORATIONTax Matters Agreement • March 16th, 2026 • Madison Air Solutions Corp • Industrial & commercial fans & blowers & air purifing equip • Delaware
This TAX MATTERS AGREEMENT (this “Agreement”) is entered into as of [●], 2026, by and among Madison Industries International Holdings, LLC, a Delaware limited liability company (“RemainCo”), and Madison Air Solutions Corporation, a Delaware corporation (“Air PubCo”). RemainCo and Air PubCo are collectively referred to herein as the “Parties” and individually referred to herein as a “Party”.
TRANSITION SERVICES AGREEMENTTransition Services Agreement • March 16th, 2026 • Madison Air Solutions Corp • Industrial & commercial fans & blowers & air purifing equip • Delaware
This TRANSITION SERVICES AGREEMENT (this “Agreement”) is made and entered into as of [______], 2026 (the “Effective Date”), by and between Madison Industries International Holdings, LLC, a Delaware limited liability company (“Madison”), and Madison Air Solutions Corporation, a Delaware corporation (“Madison Air”). Madison and Madison Air may each be referred to herein individually as a “Party” and collectively as the “Parties”.
FORM OF LOCK-UP AGREEMENT Madison Air Solutions Corporation Lock-Up AgreementLock-Up Agreement • March 16th, 2026 • Madison Air Solutions Corp • Industrial & commercial fans & blowers & air purifing equip
DIRECTOR NOMINATION AGREEMENTDirector Nomination Agreement • March 16th, 2026 • Madison Air Solutions Corp • Industrial & commercial fans & blowers & air purifing equip • Delaware
THIS DIRECTOR NOMINATION AGREEMENT (this “Agreement”) is made and entered into as of [●], 2026, by and among Madison Air Solutions Corporation, a Delaware corporation (the “Company”), and Madison Industries Holdings LLC, a Delaware limited liability company (“Holdings”), an entity controlled by the Company’s founder, Larry Gies (the “Founder”). This Agreement shall be effective from the date hereof (the “Effective Date”).
SEPARATION AGREEMENTSeparation Agreement • March 16th, 2026 • Madison Air Solutions Corp • Industrial & commercial fans & blowers & air purifing equip • Delaware
THIS SEPARATION AGREEMENT (this “Agreement”) is made and entered into as of [______], 2026, by and among Madison Industries Holdings LLC, a Delaware limited liability company (“Holdings”), Madison Industries International Holdings LLC, a Delaware limited liability company (“MII”), Madison Industries US Holdings Corp, a Delaware corporation (“MIUS”), and Madison Air Solutions Corporation, a Delaware corporation (“Madison Air”). Holdings, MII, MIUS and Madison Air are collectively referred to herein as the “Parties”, and each a “Party.”