D.Quant Special Opportunities Fund, LP Sample Contracts

CONSULTING AGREEMENT
Consulting Agreement • March 9th, 2015 • d.Quant Special Opportunities Fund, LP • Investment advice • Delaware

This Consulting Agreement (this “Agreement”) is entered into as of March 4, 2015 by and between ZAIS Group Parent, LLC (the “Company” or “ZGP”) and RQSI Ltd (“RQSI”).

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AMENDED AND RESTATED SHARE PURCHASE AGREEMENT
Share Purchase Agreement • January 17th, 2018 • Ramguard LLC • Investment advice • New York

This AMENDED AND RESTATED SHARE Purchase Agreement (this “Agreement”), dated as of January 11, 2018, is made by and among Z Acquisition LLC, a Delaware limited liability company (“Buyer”), Ramguard LLC, a Delaware limited liability company (as successor-in-interest by conversion to d.Quant Special Opportunities Fund, L.P., a Delaware limited partnership) (“Seller”) and Christian Zugel (“CZ”).

SHARE PURCHASE AGREEMENT
Share Purchase Agreement • September 6th, 2017 • d.Quant Special Opportunities Fund, LP • Investment advice • New York

This SHARE Purchase Agreement (this “Agreement”), dated as of September 5, 2017, is made by and among Z Acquisition LLC, a Delaware limited liability company (“Buyer”), Ramguard LLC, a Delaware limited liability company (as successor-in-interest by conversion to d.Quant Special Opportunities Fund, L.P., a Delaware limited partnership) (“Seller”) and Christian Zugel (“CZ”).

founders shares allocation AGREEMENT
Founders Shares Allocation Agreement • March 9th, 2015 • d.Quant Special Opportunities Fund, LP • Investment advice • New York

This Founders Shares Allocation Agreement (the “Agreement”) is made as of this ___ day of March, 2015 by and among the persons set forth on the signature pages hereto (each a “Sponsor” and together the “Sponsors”).

LOCK-UP AGREEMENT
Lock-Up Agreement • February 17th, 2015 • d.Quant Special Opportunities Fund, LP • Investment advice • New York

This Lock-Up Agreement (the “Agreement”) is made as of this 29th day of January, 2015 by and among dQuant Special Opportunities Fund, LP, a Delaware Limited Partnership (“Buyer”) and Randall S. Yanker (the “Sponsor”), on behalf of the founding stockholders of HF2 Financial Management Inc. as a group.

INCENTIVE FEE AGREEMENT
Incentive Fee Agreement • March 9th, 2015 • d.Quant Special Opportunities Fund, LP • Investment advice • Delaware

This Incentive Fee Agreement (this “Agreement”) is entered into on March 4, 2015 by and between ZAIS Group Parent, LLC (“ZGP”) and Neil Ramsey (“Ramsey”).

JOINT FILING AGREEMENT
Joint Filing Agreement • February 17th, 2015 • d.Quant Special Opportunities Fund, LP • Investment advice

Each Party hereto represents to the other Party that it is eligible to use Schedule 13D to report its beneficial ownership in shares of Class A common stock, $0.0001 par value per share, of HF2 Financial Management Inc. Each Party hereto agrees that the Schedule 13D, dated February 17, 2015, relating to such beneficial ownership, is filed on behalf of each of them.

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