REDEMPTION AGREEMENTRedemption Agreement • August 14th, 2020 • Manning & Napier, Inc. • Investment advice • New York
REDEMPTION AGREEMENT (this “Agreement”), dated as of the 11th day of May, 2020, by and between M&N Group Holdings, LLC, a Delaware limited liability company having an address at 290 Woodcliff Drive, Fairport, New York 14450 (“Group Holdings”), and Manning & Napier Associates, L.L.C., a New York LLC with an address at 370 Woodcliff Drive, Fairport, New York 14450 (the “Company”).
REDEMPTION AGREEMENTRedemption Agreement • August 14th, 2020 • Manning & Napier, Inc. • Investment advice • New York
WHEREAS, the parties to this Agreement have agreed that the Member may annually redeem his or her Units under (a) that certain Amended and Restated Operating Agreement of MNCC by and among the Member and the other parties thereto, dated as of November 23, 2011, as amended (the “Operating Agreement”), and (b) that certain Amended and Restated Limited Liability Company Agreement of Manning & Napier Group, LLC, by and among MNCC, Manning & Napier, Inc. and M&N Group Holdings, LLC, dated October 1, 2011, as amended (together with the Operating Agreement, the “Ownership Agreements”); and that MNCC shall redeem 733,460.0000 Units held by the Member in connection with the annual redemption process subject to the application of the General Limit as defined in the Ownership Agreements;
REDEMPTION AGREEMENTRedemption Agreement • August 14th, 2020 • Manning & Napier, Inc. • Investment advice • New York
WHEREAS, the parties to this Agreement have agreed that the Member may annually redeem his or her Profits Interests under (a) that certain Amended and Restated Limited Liability Company Agreement of Group Holdings by and among the Member, the MNA Advisors, Inc. and the other parties thereto, dated as of October 1, 2011, as amended (the “Limited Liability Company Agreement”), and (b) that certain Amended and Restated Limited Liability Company Agreement of Manning & Napier Group, LLC, by and among MNCC, Manning & Napier, Inc. and M&N Group Holdings, LLC, dated October 1, 2011, as amended (together with the shareholder agreement, the “Ownership Agreements”); and that Group Holdings shall redeem 17,718,992.0000 Profits Interests held by the Member in connection with the annual redemption process subject to the application of the General Limit as defined in the Ownership Agreements;
REDEMPTION AGREEMENTRedemption Agreement • August 14th, 2020 • Manning & Napier, Inc. • Investment advice • New York
WHEREAS, the parties to this Agreement have agreed that the Shareholder may annually redeem his or her Common Stock under (a) that certain Shareholders Agreement among the Shareholder, the Company and the other parties thereto, dated as of November 23, 2011, as amended (the “Shareholders Agreement”), and (b) that certain Amended and Restated Limited Liability Company Agreement of M&N Group Holdings, LLC by and among the Shareholder, the Company and the other parties thereto, dated October 1, 2011, as amended (together with the Shareholders Agreement, the “Ownership Agreements”); and that the Company shall redeem 4,834,557.0099 Common Stock held by the Shareholder in connection with the annual redemption process subject to the application of the General Limit as defined in the Ownership Agreements;
