FIRST AMENDMENT TO
ZEVIA LLC, A DELAWARE LIMITED LIABILITY COMPANY
NOTICE OF RESTRICTED CLASS C COMMON UNIT AWARD
This First Amendment (this Amendment to the Notice of Restricted Class C Common Unit Award and Restricted Class C Common Unit Agreement by and between ___________________ (the Participant) and Zevia LLC (the Company) dated August 30, 2020 (collectively, the RCCCU Agreement) is hereby entered into between the Participant and the Company effective as of ________________ (the Amendment Effective Date) Capitalized terms not otherwise defined herein shall have the meanings set forth in the RCCCU Agreement or the Limited Liability Company Agreement of Zevia LLC, as such may be amended from time to time, as applicable.
WHEREAS, the Company and the Participant desire to amend the RCCCU Agreement on the terms set forth herein.
NOW, THEREFORE, in consideration of the foregoing, effective as of the Amendment Effective Date, the RCCCU Agreement is hereby amended as follows:
|1. || |
The sections in the Notice of Grant entitled Expiration Date, Vesting, Time Vesting, and Vesting Events are hereby amended and restated in their entity to read as follows:
Vesting: Except as otherwise provided in Section 2 of the RCCCU Agreement, the RCCCUs shall vest as follows: (i) in the event of a Change of Control, 100% of the RCCCUs shall vest on the date of such Change of Control, or (ii) in the event of an IPO, the RCCCUs shall vest in equal monthly installments over the 36-month period following the termination of the Lockup Period, in each case, subject to the Participants continued employment or service relationship with the Company or an Affiliate through each such vesting date.
|2. || |
The last paragraph in the Notice of Grant is hereby amended and restated in its entirety to read as follows:
You acknowledge that the vesting of the RCCCUs granted pursuant to this Notice of Grant is generally conditioned on the occurrence of a Change of Control or an IPO and you remaining employed by or providing services to the Company.
|3. || |
Section 2 of the RCCCU Agreement is hereby amended and restated in its entirety to read as follows:
(a) The RCCCUs shall vest as set forth in the Notice of Grant; provided, however, that in the event of a termination of the Participants employment or service relationship with the Company within six months prior to or at any time following the occurrence of a Change of Control or an IPO (i) as a result of the Participants death or Disability, (ii) by the Company without Cause or (iii) by the Participant for Good Reason, any then unvested RCCCUs shall become fully vested as of the later of (A) the date of such Change of Control or IPO; or (B) the date of such termination.