SECOND Amended and restated LIMITED LIABILITY COMPANY OPERATING AGREEMENTLimited Liability Company Operating Agreement • February 12th, 2018 • CNL Strategic Capital, LLC • Blank checks • Delaware
THIS SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT (this “Agreement”) of CNL STRATEGIC CAPITAL, LLC (the “Company”) is made and entered into as of December 18, 2017 (the “Effective Date”) by CNL STRATEGIC CAPITAL MANAGEMENT, LLC, a Delaware limited liability company (“CSCM”), and Levine Leichtman Strategic Capital, LLC (“LLSC”), together (the “Members”), and any other Persons who are or hereafter become Members in the Company (as defined below) or parties hereto as provided herein. Capitalized terms used in this Agreement without definition shall have the respective meanings specified in Section 2.2 and, unless otherwise specified, article and section references used herein refer to Articles and Sections of this Agreement.
FORM OF MANAGING DEALER AGREEMENTManaging Dealer Agreement • February 12th, 2018 • CNL Strategic Capital, LLC • Blank checks • Florida
THIS MANAGING DEALER AGREEMENT (this “Agreement”) is made and entered into as of the _____ day of____, 201_, between CNL STRATEGIC CAPITAL, LLC, a Delaware limited liability company (the “Company”) and CNL SECURITIES CORP., a Florida corporation (the “Managing Dealer”).
FORM OF PARTICIPATING BROKER AGREEMENT CNL STRATEGIC CAPITAL, LLCParticipating Broker Agreement • February 12th, 2018 • CNL Strategic Capital, LLC • Blank checks • Florida
THIS PARTICIPATING BROKER AGREEMENT (the “Agreement”) is made and entered into as of the day of __________________, 201_, between CNL SECURITIES CORP., a Florida corporation (the “Managing Dealer”), and _______________________________________a _____________________________(the “Broker”).
NOTE PURCHASE AGREEMENT dated as of February 7, 2018, among LAWN DOCTOR, INC., and each other Person who from time to time joins this Agreement as a borrower, as Companies, THE PURCHASERS PARTY HERETO, as Purchasers, and LD STRATEGIC CAPITAL DEBTCO,...Note Purchase Agreement • February 12th, 2018 • CNL Strategic Capital, LLC • Blank checks • New York
CNL STRATEGIC CAPITAL MANAGEMENT, LLC andSub-Management Agreement • February 12th, 2018 • CNL Strategic Capital, LLC • Blank checks • New York
THIS AMENDED AND RESTATED SUB-MANAGEMENT AGREEMENT (this “Agreement”), is entered into as of the 7th day of February, 2018, effective as of the date provided for herein, by and among CNL STRATEGIC CAPITAL MANAGEMENT, LLC, a Delaware limited liability company (the “Manager”), LEVINE LEICHTMAN STRATEGIC CAPITAL, LLC, a Delaware limited liability company (the “Sub-Manager”), and CNL Strategic Capital, LLC, a Delaware limited liability company (together with any wholly owned subsidiaries, the “Company”).
FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • February 12th, 2018 • CNL Strategic Capital, LLC • Blank checks • Delaware
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of the _____ day of June, 2017, by and among CNL Strategic Capital, LLC, a Delaware limited liability company (the “Company”) and , a director and/or officer of the Company (the “Indemnitee”).
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • February 12th, 2018 • CNL Strategic Capital, LLC • Blank checks • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of October 20, 2017 (this “Agreement”), by and among CNL Strategic Capital, LLC, a Delaware limited liability company (“Purchaser”), PFHI Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Purchaser (“Merger Sub”), Polyform Holdings, Inc., a Delaware corporation (the “Company”), and Levine Leichtman Capital Partners SBIC Fund, L.P., a Delaware limited partnership, solely in its capacity as the representative of the Securityholders (the “Stockholders’ Representative”).
AMENDED AND RESTATED MANAGEMENT AGREEMENTManagement Agreement • February 12th, 2018 • CNL Strategic Capital, LLC • Blank checks • New York
THIS AMENDED AND RESTATED MANAGEMENT AGREEMENT (the “Agreement”) made as of the 7th day of February, 2018, effective as of the date provided herein, by and between CNL STRATEGIC CAPITAL, LLC, a Delaware limited liability company (the “Company”), and CNL STRATEGIC CAPITAL MANAGEMENT, LLC, a Delaware limited liability company (the “Manager”).
SERVICE AGREEMENTService Agreement • February 12th, 2018 • CNL Strategic Capital, LLC • Blank checks • Florida
THIS SERVICE AGREEMENT (“Agreement”) is made and entered into as of the 7th day of February, 2018 (the “Effective Date”), by and between CNL Capital Markets Corp. (“CCM”), and CNL Strategic Capital Management, LLC (the “Administrator”).
Amended and Restated Expense Support and Conditional Reimbursement AgreementReimbursement Agreement • February 12th, 2018 • CNL Strategic Capital, LLC • Blank checks • New York
This Amended and Restated Expense Support and Conditional Reimbursement Agreement (this “Agreement”) is dated February 7, 2018 by and among CNL Strategic Capital, LLC (the “Company”), CNL Strategic Capital Management, LLC (the “Manager”) and Levine Leichtman Strategic Capital, LLC (the “Sub-Manager,” and together with the Manager, the “Managers”).
FORM OF ESCROW AGREEMENTForm of Escrow Agreement • February 12th, 2018 • CNL Strategic Capital, LLC • Blank checks • Delaware
This ESCROW AGREEMENT (this “Agreement”) is dated this [___] day of [________], 2018, by and among CNL Strategic Capital, LLC, a Delaware limited liability company (the “Company”), UMB Bank, N.A. (the “Escrow Agent”) and CNL Securities Corp. (the “Managing Dealer”), (collectively, the “Parties”). This Agreement shall be effective as of the effective date of the Company’s registration statement filed with the Securities and Exchange Commission containing the Prospectus (as defined below) (the “Effective Date”).
ADMINISTRATIVE SERVICES AGREEMENTAdministrative Services Agreement • February 12th, 2018 • CNL Strategic Capital, LLC • Blank checks • New York
THIS AMENDED AND RESTATED ADMINISTRATIVE SERVICES AGREEMENT (the “Agreement”) made as of the 7th day of February, 2018, effective as of the date provided for herein, by and between CNL STRATEGIC CAPITAL, LLC, a Delaware limited liability company (the “Company”), and CNL STRATEGIC CAPITAL MANAGEMENT, LLC, a Delaware limited liability company (the “Administrator”).
FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • February 12th, 2018 • CNL Strategic Capital, LLC • Blank checks
This FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER, dated as of February 6, 2018 (this “Amendment”), by and among CNL Strategic Capital, LLC, a Delaware limited liability company (“Purchaser”), PFHI Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Purchaser (“Merger Sub”), Polyform Holdings, Inc., a Delaware corporation (the “Company”), and Levine Leichtman Capital Partners SBIC Fund, L.P., a Delaware limited partnership, solely in its capacity as the representative of the Securityholders (the “Stockholders’ Representative”).
FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • February 12th, 2018 • CNL Strategic Capital, LLC • Blank checks
This FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER, dated as of February 6, 2018 (this “Amendment”), by and among CNL Strategic Capital, LLC, a Delaware limited liability company (“Purchaser”), LD Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Purchaser (“Merger Sub”), LD Parent, Inc., a Delaware corporation (the “Company”), and Levine Leichtman Capital Partners SBIC Fund, L.P., a Delaware limited partnership, solely in its capacity as the representative of the Securityholders (the “Stockholders’ Representative”).
Dated as of February 7, 2018Sub-Administration Agreement • February 12th, 2018 • CNL Strategic Capital, LLC • Blank checks • New York
THIS AMENDED AND RESTATED SUB-ADMINISTRATION AGREEMENT (this “Agreement”), is entered into as of the 7th day of February 2018, effective as of the date provided for herein, by and among CNL STRATEGIC CAPITAL MANAGEMENT, LLC, a Delaware limited liability company (the “Administrator”), LEVINE LEICHTMAN STRATEGIC CAPITAL, LLC, a Delaware limited liability company (the “Sub-Administrator”) and CNL Strategic Capital, LLC, a newly organized Delaware limited liability company (the “Company”).
