F45 Training Holdings Inc. Contracts & Agreements

Letter Agreement, dated as of October 20, 2023, among F45 Training Holdings Inc. and Kennedy Lewis Investment Management LLC and the required lenders party thereto (Filed With SEC on October 25, 2023)

Fifth Amendment to the Amended and Restated Credit Agreement, dated as of February 14, 2023, among F45 Training Holdings Inc., as borrower, the lenders party thereto and JPMorgan... (Filed With SEC on October 25, 2023)

First Amendment to Subordinated Credit Agreement made and entered into as of October 20, 2023, by and among F45 Training Holdings Inc., the other Loan Parties thereto, the Lenders... (Filed With SEC on October 25, 2023)

Consent Under Subordinated Credit Agreement, dated as of September 29, 2023, by and among F45 Training Holdings Inc., as borrower, the lenders party thereto and Alter Domus (US)... (Filed With SEC on October 4, 2023)

Consent Under Amended and Restated Credit Agreement, dated September 29, 2023, by and among F45 Training Holdings Inc., the Lenders party thereto, and JPMorgan Chase Bank, N.A.,... (Filed With SEC on October 4, 2023)

Consent Under Subordinated Credit Agreement, dated as of September 15, 2023, by and among F45 Training Holdings Inc., as borrower, the lenders party thereto and Alter Domus (US)... (Filed With SEC on September 20, 2023)

Consent Under Amended and Restated Credit Agreement, dated September 15, 2023, by and among F45 Training Holdings Inc., the Lenders party thereto, and JPMorgan Chase Bank, N.A.,... (Filed With SEC on September 20, 2023)

Consent Under Subordinated Credit Agreement, dated as of August 31, 2023, by and among F45 Training Holdings Inc., as borrower, the lenders party thereto and Alter Domus (US) LLC,... (Filed With SEC on September 7, 2023)

Consent Under Amended and Restated Credit Agreement, by and among F45 Training Holdings Inc., the other Loan Parties thereto, the Lenders party thereto, and JPMorgan Chase Bank,... (Filed With SEC on September 7, 2023)

Amended and Restated Executive Employment Agreement, entered into as of July 13, 2023, by and between Luke Armstrong and F45 Training Holdings Inc (Filed With SEC on July 14, 2023)

Amendment to Side Letter, dated as of July 13, 2923, by and among F45 Training Holdings Inc. and each Lender signatory thereto (Filed With SEC on July 14, 2023)

Amended and Restated Executive Employment Agreement, entered into as of July 13, 2023, by and between Patrick Grosso and F45 Training Holdings Inc (Filed With SEC on July 14, 2023)

Amended and Restated Executive Employment Agreement, entered into as of July 13, 2023, by and between Ryan Mayes and F45 Training Holdings Inc (Filed With SEC on July 14, 2023)

Consent Under Subordinated Credit Agreement, dated as of February 14, 2023, by and among F45 Training Holdings Inc., as borrower, the lenders party thereto and Alter Domus (US)... (Filed With SEC on July 7, 2023)

Fourth Amendment to Amended and Restated Credit Agreement, dated as of August 13, 2021, by and among F45 Training Holdings Inc., the other Loan Parties thereto, the Lenders party... (Filed With SEC on July 7, 2023)

Consent Under Subordinated Credit Agreement, dated as of February 14, 2023, by and among F45 Training Holdings Inc., as borrower, the lenders party thereto and Alter Domus (US)... (Filed With SEC on May 16, 2023)

Consent Under Amended and Restated Credit Agreement, by and among F45 Training Holdings Inc., the other Loan Parties thereto, the Lenders party thereto, and JPMorgan Chase Bank,... (Filed With SEC on May 16, 2023)

Separation Agreement, by and between Ben Coates and F45 Training Holdings Inc., dated April 29,2023 (Filed With SEC on May 3, 2023)

Amendment to Side Letter, dated as of April 14, 2023, among F45 Training Holdings Inc. and each Lender signatory thereto (Filed With SEC on April 25, 2023)

Letter Agreement by and between Mark Wahlberg and F45 Training Holdings Inc., dated March 30, 2023 (Filed With SEC on April 4, 2023)

Executive Employment Agreement by and between Tom Dowd and F45 Training Holdings Inc., dated March 30, 2023 (Filed With SEC on April 4, 2023)

Consent Under Subordinated Credit Agreement, dated as of February 14, 2023, by and among F45 Training Holdings Inc., as borrower, the other loan parties party thereto, the lenders... (Filed With SEC on March 31, 2023)

Consent Under Amended and Restated Credit Agreement, by and among F45 Training Holdings Inc., the other Loan Parties thereto, the Lenders party thereto, and JPMorgan Chase Bank,... (Filed With SEC on March 31, 2023)

Letter Agreement, by and between Ben Coates and F45 Training Holdings Inc., dated March 7, 2023 (Filed With SEC on March 10, 2023)

Letter Agreement, dated as of February 14, 2023, among F45 Training Holdings Inc. and the lender under that certain Credit Agreement, dated as of February 14, 2023, attached... (Filed With SEC on February 15, 2023)

Credit Agreement, dated as of February 14, 2023, by and among F45 Training Holdings Inc., as borrower, the other loan parties party thereto, the lenders party thereto and Alter... (Filed With SEC on February 15, 2023)

Employment Agreement, by and between Ben Coates and F45 Training Holdings Inc., dated September 20, 2022 (Filed With SEC on September 22, 2022)

Amendment No. 1 to Executive Employment Agreement by and between Chris Payne and F45 Training Holdings Inc., dated July 25, 2022 (Filed With SEC on July 26, 2022)

Separation Agreement, by and between Adam J. Gilchrist and F45 Training Holdings Inc., dated July 24, 2022 (Filed With SEC on July 26, 2022)

Waiver Under Credit Agreement, by and among F45 Training Holdings Inc., the other Loan Parties thereto, the Lenders party thereto, and JPMorgan Chase Bank, N.A., as Administrative... (Filed With SEC on July 26, 2022)

Limited Liability Company Agreement of FAFC LLC, dated as of May 16, 2022, by and among Club Sports Group LLC, F45 Training Holdings Inc. and each other person admitted to FAFC... (Filed With SEC on May 16, 2022)

Warrant Purchase Agreement, dated May 13, 2022, by and between F45 Training Holdings Inc., Drawbridge DSO Securities LLC, Fortress Lending III Holdings L.P., Fortress Lending Fund... (Filed With SEC on May 16, 2022)

Registration Rights Agreement, dated May 13, 2022, by and between F45 Training Holdings Inc., Drawbridge DSO Securities LLC, Fortress Lending III Holdings L.P., Fortress Lending... (Filed With SEC on May 16, 2022)

Credit Agreement, dated as of May 13, 2022, among F45 SPV Finance Company, LLC, as borrower, F45 Training Holdings Inc. and Fortress Credit Corp., as administrative agent,... (Filed With SEC on May 16, 2022)

Limited Guaranty, dated as of May 13, 2022, between F45 Training Holdings Inc. and Fortress Credit Corp (Filed With SEC on May 16, 2022)

Second Amendment to the Amended and Restated Credit Agreement, dated as of May 13, 2022, among F45 Training Holdings Inc., as borrower, F45 Training Incorporated, as franchisor,... (Filed With SEC on May 16, 2022)

Description of Securities Registered under Section 12 of the Securities Exchange Act of 1934 (Filed With SEC on March 23, 2022)

Amended and Restated Credit Agreement, dated as of August 13, 2021, among F45 Training Holdings Inc., the guarantors party, JPMorgan Chase Bank, N.A., as Administrative Agent and... (Filed With SEC on August 16, 2021)

F45 Training Holdings Inc. Third Amended and Restated Stockholders Agreement, dated as of July 14, 2021, by and among F45 Training Holdings Inc., MWIG LLC, Kennedy Lewis... (Filed With SEC on July 19, 2021)

Executive Employment Agreement, entered into as of July 5, 2021, by and between Patrick Grosso and F45 Training Holdings Inc (Filed With SEC on July 7, 2021)

Form of Restricted Stock Unit Agreement under F45 Training Holdings Inc. 2021 Equity Incentive Plan (Filed With SEC on July 7, 2021)

Executive Employment Agreement, entered into as of July 5, 2021, by and between Chris Payne and F45 Training Holdings Inc (Filed With SEC on July 7, 2021)

Form of Underwriting Agreement (Filed With SEC on July 7, 2021)

Form of F45 Training Holdings Inc. Third Amended and Restated Stockholders Agreement by and among F45 Training Holdings Inc., MWIG LLC, Kennedy Lewis Management LP, L1 Capital... (Filed With SEC on July 7, 2021)

Non-Employee Director Compensation Program (Filed With SEC on July 7, 2021)

F45 Training Holdings Inc. 2021 Equity Incentive Plan (Filed With SEC on July 7, 2021)

Form of Stock Option Agreement under F45 Training Holdings Inc. 2021 Equity Incentive Plan (Filed With SEC on July 7, 2021)

Form of Non-Employee Director Restricted Stock Agreement under F45 Training Holdings Inc. 2021 Equity Incentive Plan (Filed With SEC on July 7, 2021)

Letter Agreement, by and between Luke Armstrong and F45 Training Pty Ltd, dated as of May 2, 2019 (Filed With SEC on July 7, 2021)

Promotional Agreement, entered into June 25, 2021, effective July 1, 2021, by and between F45 Training Holdings Inc. and Craw Daddy Productions, Inc. f/s/o Cindy Crawford (Filed With SEC on July 7, 2021)

Promotional Agreement, entered into June 25, 2021, effective July 1, 2021, by and between Avalon House, Inc. and Craw Daddy Productions, Inc. f/s/o Cindy Crawford (Filed With SEC on July 7, 2021)

Executive Employment Agreement, entered into as of July 5, 2021, by and between Adam Gilchrist and F45 Training Holdings Inc (Filed With SEC on July 7, 2021)

Executive Employment Agreement, entered into as of July 5, 2021, by and between Luke Armstrong and F45 Training Holdings Inc (Filed With SEC on July 7, 2021)

Common Stock Sale Agreement, dated as of October 6, 2020, by and between 2M Properties Pty Ltd (CAN 109 057 383), as trustee for The 2M Trust, and F45 Training Holdings Inc (Filed With SEC on June 21, 2021)

Credit Agreement, dated as of September 18, 2019, among F45 Training Holdings Inc., the other loan parties thereto, the lenders party thereto, and JPMorgan Chase Bank, N.A., as... (Filed With SEC on June 21, 2021)

Common Stock Sale Agreement, dated as of October 6, 2020, by and between Robert B. Deutsch and F45 Training Holdings Inc (Filed With SEC on June 21, 2021)

Promotional Agreement, by and between F45 Training Holdings Inc. and Mark Wahlberg, dated as of March 15, 2019 (Filed With SEC on June 21, 2021)

Secured Promissory Note issued by Flyhalf Acquisition Company Pty Ltd to The 2M Trust for the principal sum of $5,000,000, dated as of March 15, 2019 (Filed With SEC on June 21, 2021)

Secured Promissory Note issued by Flyhalf Acquisition Company Pty Ltd to Robert Benjamin Deutsch for the principal sum of $22,500,000, dated as of March 15, 2019 (Filed With SEC on June 21, 2021)

Secured Promissory Note issued by Flyhalf Acquisition Company Pty Ltd to Adam James Gilchrist for the principal sum of $22,500,000, dated as of March 15, 2019 (Filed With SEC on June 21, 2021)

Guaranty, by and among F45 Training Holdings Inc., Adam James Gilchrist, Robert Benjamin Deutsch, and The 2M Trust, dated as of March 15, 2019 (Filed With SEC on June 21, 2021)

F45 Training Holdings Inc. Second Amended and Restated Stockholders Agreement, by and among F45 Training Holdings Inc., MWIG LLC, Kennedy Lewis Management LP , L1 Capital Long... (Filed With SEC on June 21, 2021)

Share Purchase Agreement, by and among F45 Training Holdings Inc., Flyhalf Acquisition Company Pty Ltd, MWIG LLC, F45 Aus Hold Co Pty Ltd. and Sellers, dated as of March 15, 2019 (Filed With SEC on June 21, 2021)

Subordinated Convertible Credit Agreement, dated as of October 6, 2020 by and among F45 Training Holdings Inc., and the holders party thereto (Filed With SEC on June 21, 2021)

Subordinated Credit Agreement, dated as of October 6, 2020, by and among F45 Training Holdings Inc., the other loan parties thereto, the lenders party thereto, and Alter Domus... (Filed With SEC on June 21, 2021)

Second Amendment to Credit Agreement, dated as of October 6, 2020, by and among F45 Training Holdings Inc., the lenders party thereto, and JPMorgan Chase Bank, N.A., as... (Filed With SEC on June 21, 2021)

First Amendment to Credit Agreement, dated as of June 23, 2020, among F45 Training Holdings Inc., the other loan parties thereto, the lenders party thereto, and JPMorgan Chase... (Filed With SEC on June 21, 2021)

Asset Purchase Agreement, dated as of March 31, 2021, by and among F45 Training Incorporated, FW SPV LLC, and FW SPV II LLC (Filed With SEC on June 21, 2021)

Form of Indemnification Agreement between F45 Training Holdings Inc. and each of its directors and executive officers (Filed With SEC on June 21, 2021)

Letter Agreement, by and between Chris Payne and F45 Training Pty Ltd, dated as of May 16, 2018 (Filed With SEC on June 21, 2021)

Letter Agreement, by and between Patrick Grosso and F45 Training Incorporated, dated as of October 10, 2019 (Filed With SEC on June 21, 2021)

Letter Agreement, dated as of September 10, 2019, by and between F45 Training Incorporated and Elliot Capner (Filed With SEC on June 21, 2021)

Letter Agreement by and between F45 Training Incorporated and Heather Christie, dated as of July 13, 2018 (Filed With SEC on June 21, 2021)

Amendment to Letter Agreement, by and between F45 Training Incorporated and Heather Christie, dated as of January 16, 2020 (Filed With SEC on June 21, 2021)

Amended and Restated Promotional and Advisory Services Agreement, entered into as of April 12, 2021, by and between F45 Training Holdings Inc. and Magic Johnson Entertainment... (Filed With SEC on June 21, 2021)

Promotional Agreement, entered into as of November 24, 2020, by and between F45 Training Holdings Inc. and DB Ventures Limited (Filed With SEC on June 21, 2021)

Promotional Agreement, entered into as of October 15, 2020, by and between F45 Training Holdings Inc. and ABG-Shark, LLC (Filed With SEC on June 21, 2021)

Promotional Agreement, entered into as of October 15, 2020, by and between Malibu Crew, Inc. and ABG-Shark, LLC (Filed With SEC on June 21, 2021)

Restrictive Covenant Agreement, entered into as of October 6, 2020, by and between F45 Training Incorporated and Adam Gilchrist (Filed With SEC on June 21, 2021)

Asset Transfer and Licensing Agreement, dated as of June 23, 2020, between F45 Training Incorporated and LIIT LLC (Filed With SEC on June 21, 2021)

Amended and Restated Sale Cooperation Agreement, entered into as of October 6, 2020, by and between F45 Training Holdings Inc., Robert B. Deutsch, Adam J. Gilchrist, and MWIG LLC (Filed With SEC on June 21, 2021)

Intellectual Property License Agreement, dated as of March 31, 2021, by and among F45 Training Incorporated, FW SPV LLC and FW SPV II LLC (Filed With SEC on June 21, 2021)

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F45 Training Holdings Inc. Contracts & Agreements