EMPLOYMENT AGREEMENTEmployment Agreement • July 9th, 2018 • Select Interior Concepts, Inc. • General bldg contractors - residential bldgs • California
THIS EMPLOYMENT AGREEMENT (this “Agreement”), dated as of November 22, 2017 and effective as of the Effective Date (as defined below), is entered into by and between Select Interior Concepts, Inc., a Delaware corporation (the “Company”), and Sunil Palakodati (the “Executive”).
SELECT INTERIOR CONCEPTS, INC. FORM OF RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • July 9th, 2018 • Select Interior Concepts, Inc. • General bldg contractors - residential bldgs • Delaware
LOAN AND SECURITY AGREEMENT Dated as of September 3, 2014 as Borrower BANK OF AMERICA, N.A., as LenderLoan and Security Agreement • July 9th, 2018 • Select Interior Concepts, Inc. • General bldg contractors - residential bldgs • New York
THIS AGREEMENT AND ANY LIEN CREATED HEREIN IS SUBJECT TO THE LIEN PRIORITY AND OTHER PROVISIONS SET FORTH IN THAT CERTAIN INTERCREDITOR AGREEMENT DATED AS OF SEPTEMBER 3, 2014 BY AND BETWEEN BANK OF AMERICA, N.A. AS ABL AGENT (AS DEFINED THEREIN) FOR THE ABL CREDITORS (AS DEFINED THEREIN) AND MONROE CAPITAL MANAGEMENT ADVISORS, LLC, AS TERM AGENT (AS DEFINED THEREIN) FOR THE TERM CREDITORS (AS DEFINED THEREIN) AND ACKNOWLEDGED BY THE BORROWER AND PARENT, AS AMENDED, RESTATED, SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME.
FIRST AMENDMENT TO FINANCING AGREEMENTFinancing Agreement • July 9th, 2018 • Select Interior Concepts, Inc. • General bldg contractors - residential bldgs
This FIRST AMENDMENT TO FINANCING AGREEMENT, dated as of November 22, 2017 (this “Amendment”), is an amendment to the Financing Agreement, dated as of February 28, 2017 (as amended, restated, supplemented or otherwise modified from time to time, the “Financing Agreement”), by and among ARCHITECTURAL GRANITE & MARBLE, LLC, a Delaware limited liability company (“AGM”), PENTAL GRANITE AND MARBLE, LLC, a Washington limited liability company (“Pental” and together with AGM and each Subsidiary of Parent (as defined therein) that executes a joinder agreement and becomes a “Borrower” thereunder, each a “Borrower” and collectively, the “Borrowers”), the financial institutions from time to time party thereto as lenders (collectively, the “Lenders”) and CERBERUS BUSINESS FINANCE, LLC (“Cerberus”), as agent for the Lenders (in such capacity, the “Agent”) . Unless otherwise specified herein, capitalized terms used in this Amendment shall have the meanings ascribed to them in the Financing Agreement
SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT AND JOINDERLoan and Security Agreement • July 9th, 2018 • Select Interior Concepts, Inc. • General bldg contractors - residential bldgs • New York
THIS AGREEMENT AND ANY LIEN CREATED HEREIN IS SUBJECT TO THE LIEN PRIORITY AND OTHER PROVISIONS SET FORTH IN THAT CERTAIN INTERCREDITOR AGREEMENT DAT ED AS OF JUNE 23, 2015 BY AND BETWEEN BANK OF AMERICA, N.A. AS ABL AGENT (AS DEFINED THEREIN) FOR THE ABL CREDITORS (AS DEFINED THEREIN) AND MONROE CAPITAL MANAGEMENT ADVISORS, LLC, AS TERM AGENT (AS DEFINED THEREIN) FOR THE TERM CREDITORS (AS DEFINED THEREIN) AND ACKNOWLEDGED BY THE BORROWER AND THE OBLIGORS NAMED THEREIN, AS AMENDED, RESTATED, SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME.Loan and Secured Agreement dated as of June 23, 2015, as amended by that certain (i) First Amendment and Consent to Loan and Security Agreement, dated as of January 4, 2016 and (ii) Second Amendment to Loan and Security Agreement and Joinder dated as of February 28, 2017.
MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • July 9th, 2018 • Select Interior Concepts, Inc. • General bldg contractors - residential bldgs • Delaware
This Membership Interest Purchase Agreement (this “Agreement”) is entered into as of November 22, 2017, by and among (i) the equity holders of TCFI LARK LLC, a Delaware limited liability company (“RDS”), and TCFI G&M LLC, a Delaware limited liability company (“ASG”), listed on Schedule I hereto (each a “Seller,” and collectively, the “Sellers”), (ii) SIC Intermediate, Inc., a Delaware corporation (the “Purchaser”), (iii) RDS, and (iv) ASG. The above parties are referred to herein collectively as the “Parties,” and individually as a “Party.”
