STRONGHOLD DIGITAL MINING, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • May 16th, 2022 • Stronghold Digital Mining, Inc. • Services-computer processing & data preparation • Delaware
This Indemnification Agreement (“Agreement”) is made as of April 22, 2022 by and between Stronghold Digital Mining, Inc., a Delaware corporation (the “Company”), and Indira Agarwal (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering the subject matter of this Agreement.
FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF STRONGHOLD DIGITAL MINING HOLDINGS LLC DATED AS OF March 14, 2022Limited Liability Company Agreement • May 16th, 2022 • Stronghold Digital Mining, Inc. • Services-computer processing & data preparation • Delaware
THE LIMITED LIABILITY COMPANY INTERESTS IN STRONGHOLD DIGITAL MINING HOLDINGS LLC HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED, THE SECURITIES LAWS OF ANY STATE, OR ANY OTHER APPLICABLE SECURITIES LAWS, AND HAVE BEEN OR ARE BEING ISSUED IN RELIANCE UPON EXEMPTIONS FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND SUCH LAWS. SUCH INTERESTS MUST BE ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE OFFERED FOR SALE, PLEDGED, HYPOTHECATED, SOLD, ASSIGNED OR TRANSFERRED AT ANY TIME EXCEPT IN COMPLIANCE WITH (I) THE SECURITIES ACT, ANY APPLICABLE SECURITIES LAWS OF ANY STATE AND ANY OTHER APPLICABLE SECURITIES LAWS; (II) THE TERMS AND CONDITIONS OF THIS FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT; AND (III) ANY OTHER TERMS AND CONDITIONS AGREED TO IN WRITING BETWEEN THE MANAGING MEMBER AND THE APPLICABLE MEMBER. THE LIMITED LIABILITY COMPANY INTERESTS MAY NOT BE TRANSFERRED OF RECORD EXCEPT IN COMPLIANCE WITH SUCH LAWS, THIS FOURTH AMEND
CONFIDENTIALITY, INTELLECTUAL PROPERTY, ARBITRATION, NON-COMPETITION AND NON- SOLICITATION AGREEMENTCompetition and Non-Solicitation Agreement • May 16th, 2022 • Stronghold Digital Mining, Inc. • Services-computer processing & data preparation • New York
As a condition of continued employment with Stronghold Digital Mining, Inc., a Delaware corporation (the “Company”) and the opportunity to earn cash and equity-based compensation provided by the Company, Matthew J. Smith (“Employee”) and the Company hereby agree to the terms of this Confidentiality, Intellectual Property, Arbitration, Non-Competition and Non-Solicitation Agreement (this “Agreement”), dated effective as of April 13, 2022.
TRANSITION AND SEPARATION AGREEMENT AND GENERAL RELEASE OF CLAIMSConfirming Release Agreement • May 16th, 2022 • Stronghold Digital Mining, Inc. • Services-computer processing & data preparation
This TRANSITION AND SEPARATION AGREEMENT AND GENERAL RELEASE OF CLAIMS (this “Agreement”) is entered into as of April 14, 2022 (the “Effective Date”) by and between Stronghold Digital Mining, Inc., a Delaware corporation (the “Company”), and Ricardo R.A. Larroudé (“Employee”). Q Power LLC, a Delaware limited liability company ( “Q Power”) enters into this Agreement for the limited purposes of agreeing to Sections 3 and 10 below. Gregory A. Beard, in his personal capacity (“Beard”) enters into this Agreement for the limited purposes of agreeing to Sections 5(b), 10 and 19 below. Employee and the Company are each referred to herein individually as a “Party” and collectively as the “Parties.”
SECOND AMENDMENT TO FINANCING AGREEMENTFinancing Agreement • May 16th, 2022 • Stronghold Digital Mining, Inc. • Services-computer processing & data preparation
This SECOND AMENDMENT TO FINANCING AGREEMENT dated as of March 28, 2022 (this “Second Amendment”), is made by and among STRONGHOLD DIGITAL MINING EQUIPMENT LLC, a Delaware limited liability company (“Borrower”), WHITEHAWK FINANCE LLC, a Delaware limited liability company (“Lender”), and is consented to by each Guarantor.
