INDEMNIFICATION AGREEMENTIndemnification Agreement • July 31st, 2018 • Focus Financial Partners Inc. • Investment advice • Delaware
This Indemnification Agreement (“Agreement”) is made as of July 30, 2018 by and between Focus Financial Partners Inc., a Delaware corporation (the “Company”), and James D. Carey (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering the subject matter of this Agreement.
Tax Receivable Agreement for Non-PE HoldersTax Receivable Agreement • July 31st, 2018 • Focus Financial Partners Inc. • Investment advice • New York
This TAX RECEIVABLE AGREEMENT (this “Agreement”), dated as of July 30, 2018, is hereby entered into by and among Focus Financial Partners Inc., a Delaware corporation (the “Corporate Taxpayer”), the TRA Holders and the Agent.
NOMINATION AGREEMENTNomination Agreement • July 31st, 2018 • Focus Financial Partners Inc. • Investment advice • Delaware
This NOMINATION AGREEMENT (this “Agreement”), dated as of July 30, 2018, is entered into by and between Focus Financial Partners Inc., a Delaware corporation (the “Company”), and each of the stockholders of the Company whose name appears on the signature pages hereto (each a “Principal Stockholder,” and collectively, the “Principal Stockholders”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 31st, 2018 • Focus Financial Partners Inc. • Investment advice • Delaware
This Registration Rights Agreement (this “Agreement”) is made and entered into as of July 30, 2018, by and among Focus Financial Partners Inc., a Delaware corporation (the “Company”), Focus Financial Partners, LLC, a Delaware limited liability company (“Focus LLC”), the members of Focus LLC listed on the schedule of Members maintained by Focus LLC from time to time (the “Members”) and the stockholders of the Company listed on the signature page hereof (collectively, the “Stockholders”).
FOCUS FINANCIAL PARTNERS INC. (a Delaware corporation) 16,216,217 Shares of Class A Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • July 31st, 2018 • Focus Financial Partners Inc. • Investment advice • New York
This press release is not an offer for sale of the securities in the United States or in any other jurisdiction where such offer is prohibited, and such securities may not be offered or sold in the United States absent registration or an exemption from registration under the United States Securities Act of 1933, as amended.
FOURTH AMENDED AND RESTATED OPERATING AGREEMENT OF FOCUS FINANCIAL PARTNERS, LLC DATED AS OF JULY 30, 2018Registration Rights Agreement • July 31st, 2018 • Focus Financial Partners Inc. • Investment advice • Delaware
This FOURTH AMENDED AND RESTATED OPERATING AGREEMENT (as amended, supplemented or restated from time to time, this “Agreement”) of FOCUS FINANCIAL PARTNERS, LLC, a Delaware limited liability company (the “Company”), is entered into as of July 30, 2018, by the parties (the “Members”) listed on the schedule of Members maintained by the Company, including those who join this Agreement after such date (the “Members Schedule”) in accordance with the Delaware Limited Liability Company Act, 6 De. C., 18-101, et seq., as amended from time to time (the “Act”).
NOMINATION AGREEMENTNomination Agreement • July 31st, 2018 • Focus Financial Partners Inc. • Investment advice • Delaware
This NOMINATION AGREEMENT (this “Agreement”), dated as of July 30, 2018, is entered into by and between Focus Financial Partners Inc., a Delaware corporation (the “Company”), and each of the stockholders of the Company whose name appears on the signature pages hereto (each a “Principal Stockholder,” and collectively, the “Principal Stockholders”).
Tax Receivable Agreement for PE HoldersTax Receivable Agreement • July 31st, 2018 • Focus Financial Partners Inc. • Investment advice • New York
This TAX RECEIVABLE AGREEMENT (this “Agreement”), dated as of July 30, 2018, is hereby entered into by and among Focus Financial Partners Inc., a Delaware corporation (the “Corporate Taxpayer”), the TRA Holders and the Agents.
