Exhibit 10.8
INVESTOR INFORMATION AGREEMENT
This INVESTOR INFORMATION AGREEMENT (this “Agreement”) is dated as of January 16, 2025 and is between Jersey Mike’s HoldCo, LLC, a Delaware limited liability company (together with its successors, “HoldCo”), Jersey Mike’s Franchise Systems, LLC, a Delaware limited liability company and a wholly-owned subsidiary of HoldCo (together with its successors, the “Company”), Blackstone Capital Partners IX L.P., a Delaware limited partnership (together with its alternative investment vehicles, its affiliated co-investing funds and its alternative investment vehicles, “Fund 1”), and Blackstone Private Equity Strategies Fund L.P., a Delaware limited partnership (together with its alternative investment vehicles, its affiliated co-investing funds and its alternative investment vehicles, “Fund 2 “).
BACKGROUND
Each Fund, an investment fund affiliated with Blackstone Inc. (“Blackstone”), has invested in HoldCo. In consideration thereof and of the premises and agreements contained herein and of other good and valuable consideration, the sufficiency of which are hereby acknowledged, the parties agree as follows:
AGREEMENT
SECTION 1. Reimbursements.
(a) General. The Company will pay, or cause to be paid, directly (or else reimburse) each Fund and its respective affiliates for their respective Out-of-Pocket Expenses (as defined below). For the purposes of this Agreement, the term “Out-of-Pocket Expenses” means the reasonable and documented out-of-pocket costs and expenses incurred by each Fund and its respective affiliates for the benefit and on behalf of HoldCo, the Company or any of their respective subsidiaries in connection with (i) transactions entered into, or contemplated to be entered into, by HoldCo, the Company or any of their respective subsidiaries, or (ii) regulatory filing obligations of HoldCo, the Company or any of their respective subsidiaries or any successor,including in the case of clauses (i) or (ii), without limitation, (A) fees and disbursements of any independent and unaffiliated professionals and organizations, including independent accountants, outside legal counsel and other consultants, retained in connection therewith by Fund 1, Fund 2 or any of their respective affiliates, (B) costs of any outside services or independent contractors such as financial printers, couriers, business publications, on-line financial services or similar services, retained or used by Fund 1, Fund 2 or any of their respective affiliates in connection therewith, and (C) transportation and per diem cost in connection with travel to and from Blackstone’s offices and other locations on business related to HoldCo or its subsidiaries. All payments or reimbursements for Out-of-Pocket Expenses will be made within 20 days of the request for payment or reimbursement.