WARRANT AGREEMENT PENSARE ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY WARRANT AGREEMENT Dated as of July 27, 2017Warrant Agreement • August 2nd, 2017 • PENSARE ACQUISITION Corp • Blank checks • New York
Contract Type FiledAugust 2nd, 2017 Company Industry JurisdictionTHIS WARRANT AGREEMENT (this “Agreement”), dated as of July 27, 2017, is by and between Pensare Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
WARRANT TO PURCHASE SHARES OF COMMON STOCKSecurity Agreement • October 20th, 2022 • American Virtual Cloud Technologies, Inc. • Services-computer integrated systems design
Contract Type FiledOctober 20th, 2022 Company IndustryTHIS WARRANT TO PURCHASE SHARES OF COMMON STOCK (this “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after December [__], 2022 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on December [___], 20242 (the “Termination Date”), but not thereafter, to subscribe for and purchase from American Virtual Cloud Technologies, Inc., a Delaware corporation (the “Company”), up to [______]3 shares of common stock, par value $0.0001 per share (the “Common Stock”) (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
27,000,000 Units PENSARE ACQUISITION CORP. UNDERWRITING AGREEMENTUnderwriting Agreement • August 2nd, 2017 • PENSARE ACQUISITION Corp • Blank checks • New York
Contract Type FiledAugust 2nd, 2017 Company Industry JurisdictionPensare Acquisition Corp., a Delaware corporation (the “Company”), hereby confirms its agreement with EarlyBirdCapital, Inc. (the “Representative”) and with the other underwriters named on Schedule A hereto (if any), for which the Representative is acting as representative (the Representative and such other underwriters being collectively referred to herein as the “Underwriters” or, each underwriter individually, an “Underwriter”) as follows:
Pensare Acquisition Corp. Atlanta, GA 30309Securities Subscription Agreement • July 6th, 2017 • PENSARE ACQUISITION Corp • Blank checks • Delaware
Contract Type FiledJuly 6th, 2017 Company Industry JurisdictionThis securities subscription agreement (the “Agreement”) is entered into on May 18, 2017 by and between Pensare Sponsor Group, LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Pensare Acquisition Corp., a Delaware corporation (the “Company”, “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 6,952,500 shares of the Company’s common stock, $0.001 par value per share (the “Shares”), up to 937,500 of which Shares are subject to complete or partial forfeiture (the “forfeiture”) if the underwriters of the proposed initial public offering (“IPO”) of units of the Company do not fully exercise their over-allotment option (the “Over-allotment Option”). The Company and the Subscriber’s agreements regarding such Shares are as follows:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 20th, 2022 • American Virtual Cloud Technologies, Inc. • Services-computer integrated systems design • New York
Contract Type FiledOctober 20th, 2022 Company Industry JurisdictionThis Securities Purchase Agreement (this “Agreement”) is dated as of October 18, 2022, between American Virtual Cloud Technologies, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
FORM OF INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • July 24th, 2017 • PENSARE ACQUISITION Corp • Blank checks • New York
Contract Type FiledJuly 24th, 2017 Company Industry JurisdictionThis Investment Management Trust Agreement (this “Agreement”) is made effective as of _____, 2017 by and between Pensare Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 28th, 2022 • American Virtual Cloud Technologies, Inc. • Services-computer integrated systems design • New York
Contract Type FiledFebruary 28th, 2022 Company Industry JurisdictionThis SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of February 28, 2022, is by and among American Virtual Cloud Technologies, Inc., a Delaware corporation with headquarters located at 1720 Peachtree Street, Suite 629, Atlanta, GA 30309 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 25th, 2022 • American Virtual Cloud Technologies, Inc. • Services-computer integrated systems design • New York
Contract Type FiledApril 25th, 2022 Company Industry JurisdictionThis REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of April 19, 2022, is by and among American Virtual Cloud Technologies, Inc., a Delaware corporation with offices located at 1720 Peachtree Street, Suite 629, Atlanta, Georgia 30309 (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”).
EARLYBIRDCAPITAL, INC.Advisory Agreement • August 2nd, 2017 • PENSARE ACQUISITION Corp • Blank checks • New York
Contract Type FiledAugust 2nd, 2017 Company Industry JurisdictionThis is to confirm our agreement whereby Pensare Acquisition Corp., a Delaware corporation (“Company”), has requested EarlyBirdCapital, Inc. (the “Advisor”) to assist it in connection with the Company merging with, acquiring, engaging in a share exchange, share reconstruction and amalgamation, purchasing all or substantially all of the assets of, entering into contractual arrangements, or engaging in any other similar business combination (in each case, a “Business Combination”) with one or more businesses or entities (each a “Target”) as described in the Company’s Registration Statement on Form S-1 (File No. 333-219162) filed with the Securities and Exchange Commission (“Registration Statement”) in connection with its initial public offering (“IPO”).
SECURITY AND PLEDGE AGREEMENTSecurity and Pledge Agreement • April 25th, 2022 • American Virtual Cloud Technologies, Inc. • Services-computer integrated systems design • New York
Contract Type FiledApril 25th, 2022 Company Industry JurisdictionWHEREAS, the Company is party to that certain Securities Purchase Agreement, dated as of April 14, 2022, (as amended, modified, supplemented, extended, renewed, restated or replaced from time to time in accordance with the terms thereof, the “Securities Purchase Agreement”) by and among the Company and each party listed as a “Buyer” on the Schedule of Buyers attached thereto (each a “Buyer” and collectively, the “Buyers”), pursuant to which the Company shall be required to sell, and the Buyers shall purchase or have the right to purchase, the “Notes” issued pursuant thereto (as such Notes may be amended, modified, supplemented, extended, renewed, restated or replaced from time to time in accordance with the terms thereof, collectively, the “Notes”);
GUARANTYGuaranty • April 25th, 2022 • American Virtual Cloud Technologies, Inc. • Services-computer integrated systems design • New York
Contract Type FiledApril 25th, 2022 Company Industry JurisdictionThis GUARANTY, dated as of April 19, 2022 (this “Guaranty”), is made by each of the undersigned (each a “Guarantor”, and collectively, the “Guarantors”), in favor of [ ], a Delaware limited partnership, in its capacity as collateral agent (in such capacity, the “Collateral Agent” as hereinafter further defined) for the “Buyers” party to the Securities Purchase Agreement (each as defined below).
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • July 24th, 2017 • PENSARE ACQUISITION Corp • Blank checks • Delaware
Contract Type FiledJuly 24th, 2017 Company Industry JurisdictionTHIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of July __, 2017, by and between PENSARE ACQUISITION CORP., a Delaware corporation (the “Company”), and _______________ (“Indemnitee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 3rd, 2021 • American Virtual Cloud Technologies, Inc. • Services-computer integrated systems design • New York
Contract Type FiledDecember 3rd, 2021 Company Industry JurisdictionREGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 2, 2021, by and among American Virtual Cloud Technologies, Inc., a Delaware corporation, with headquarters located at 1720 Peachtree Street, Suite 629, Atlanta, GA 30309 (the “Company”), and the investors listed on the Schedule of Subscribers attached hereto (each, a “Subscriber” and collectively, the “Subscribers”).
RIGHT AGREEMENT PENSARE ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY RIGHT AGREEMENT Dated as of July 27, 2017Right Agreement • August 2nd, 2017 • PENSARE ACQUISITION Corp • Blank checks • New York
Contract Type FiledAugust 2nd, 2017 Company Industry JurisdictionThis Right Agreement (this “Agreement”) is made as of July 27, 2017 between Pensare Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (“Rights Agent”).
July 27, 2017Underwriting Agreement • August 2nd, 2017 • PENSARE ACQUISITION Corp • Blank checks • New York
Contract Type FiledAugust 2nd, 2017 Company Industry JurisdictionThis letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Pensare Acquisition Corp., a Delaware corporation (the “Company”), and EarlyBirdCapital, Inc., as representative of the several underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of 27,000,000 of the Company’s units (the “Units”), each comprised of one share of the Company’s common stock, par value $0.001 per share (the “Common Stock”), one right to receive one-tenth of one share of Common Stock (each, a “Right”) and one-half of one warrant (each, a “Warrant”). Each whole Warrant entitles the holder thereof to purchase one share of Common Stock at a price of $11.50 per share, subject to adjustment. The Units shall be sold in the Public Offering pursuant to the registration statements on Form S-1, Nos. 333-219162 and 333-219518 and the prospectus (the “Prospect
VOTING AGREEMENTVoting Agreement • February 28th, 2022 • American Virtual Cloud Technologies, Inc. • Services-computer integrated systems design • New York
Contract Type FiledFebruary 28th, 2022 Company Industry JurisdictionVOTING AGREEMENT, dated as of February 28, 2022 (this “Agreement”), by and between American Virtual Cloud Technologies, Inc., a Delaware corporation (the “Company”) and [ ] (the “Stockholder”).
AMENDED AND RESTATED VOTING AGREEMENTVoting Agreement • December 7th, 2020 • American Virtual Cloud Technologies, Inc. • Services-computer integrated systems design • Delaware
Contract Type FiledDecember 7th, 2020 Company Industry JurisdictionThis Amended and restated voting Agreement (this “Agreement”) is made and entered into as of December 1, 2020, by and among Ribbon Communications Operating Company, Inc., a Delaware corporation (“RCOCI”), Ribbon Communications International Limited, an Ireland company (“RCIL”, and together with RCOCI, each a “Seller” and collectively the “Sellers”), Ribbon Communications Inc., a Delaware corporation (“Parent”), and the undersigned holder (the “Holder”) of securities of American Virtual Cloud Technologies, Inc., a Delaware corporation (the “Company”). Capitalized terms used but not defined herein have the meaning attributed to them in the Purchase Agreement (as defined below).
AMENDED AND RESTATED PURCHASE AGREEMENT among RIBBON COMMUNICATIONS INC., RIBBON COMMUNICATIONS OPERATING COMPANY, INC., RIBBON COMMUNICATIONS INTERNATIONAL LIMITED and AMERICAN VIRTUAL CLOUD TECHNOLOGIES, INC. dated as of December 1, 2020Purchase Agreement • December 7th, 2020 • American Virtual Cloud Technologies, Inc. • Services-computer integrated systems design • Delaware
Contract Type FiledDecember 7th, 2020 Company Industry JurisdictionThis Amended and Restated Purchase Agreement (this “Agreement”), dated as of December 1, 2020, is entered into by and among Ribbon Communications Inc., a Delaware corporation (“Parent”), Ribbon Communications Operating Company, Inc., a Delaware corporation (“RCOCI”), Ribbon Communications International Limited, an Ireland company (“RCIL”, and together with RCOCI, each a “Seller” and collectively the “Sellers”), and American Virtual Cloud Technologies, Inc., a Delaware corporation (“Buyer”). Sellers and Buyer are sometimes hereinafter individually referred to as a “Party” and collectively referred to as the “Parties”.
July 27, 2017Underwriting Agreement • August 2nd, 2017 • PENSARE ACQUISITION Corp • Blank checks • New York
Contract Type FiledAugust 2nd, 2017 Company Industry JurisdictionThis letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Pensare Acquisition Corp., a Delaware corporation (the “Company”), and EarlyBirdCapital, Inc., as representative of the several underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of 27,000,000 of the Company’s units (the “Units”), each comprised of one share of the Company’s common stock, par value $0.001 per share (the “Common Stock”), one right to receive one-tenth of one share of Common Stock (each, a “Right”) and one-half of one warrant (each, a “Warrant”). Each whole Warrant entitles the holder thereof to purchase one share of Common Stock at a price of $11.50 per share, subject to adjustment. The Units shall be sold in the Public Offering pursuant to the registration statements on Form S-1, Nos. 333-219162 and 333-219518 and the prospectus (the “Prospect
WARRANT PURCHASE AGREEMENTWarrant Purchase Agreement • August 2nd, 2017 • PENSARE ACQUISITION Corp • Blank checks • Delaware
Contract Type FiledAugust 2nd, 2017 Company Industry JurisdictionTHIS WARRANT PURCHASE AGREEMENT, dated as of July 27, 2017 (as it may from time to time be amended, this “Agreement”), is entered into by and between Pensare Acquisition Corp., a Delaware corporation (the “Company”), and EarlyBirdCapital, Inc. (the “Purchaser”).
AMERICAN VIRTUAL CLOUD TECHNOLOGIES, INC. EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • September 1st, 2022 • American Virtual Cloud Technologies, Inc. • Services-computer integrated systems design • New York
Contract Type FiledSeptember 1st, 2022 Company Industry JurisdictionThis Confirmation sets forth the terms of the agreement of Northland Capital Markets (the “Manager”) with American Virtual Cloud Technologies, Inc. (the “Company”) relating to the sale of up to [[●] shares of the Company’s common stock, par value $0.0001 per share][shares of the Company’s common stock, par value $0.0001 per share, having an aggregate gross offering price of up to $[●]], pursuant to the Equity Distribution Agreement between the Company and the Manager, dated September 1, 2022 (the “Agreement”). Unless otherwise defined below, capitalized terms defined in the Agreement shall have the same meanings when used herein.
Amended and Restated ASSET PURCHASE AGREEMENTAsset Purchase Agreement • March 13th, 2023 • American Virtual Cloud Technologies, Inc. • Services-computer integrated systems design • Delaware
Contract Type FiledMarch 13th, 2023 Company Industry JurisdictionThis ASSET PURCHASE AGREEMENT, dated as of February 14, 2023 (the “Agreement Date”), is by and among American Virtual Cloud Technologies, Inc., a Delaware corporation (“AVCT” and together with Subsidiaries, including the Foreign Subsidiaries, the “Company”), and each of AVCT’s Subsidiaries listed on the signature pages hereto (together with AVCT, “Sellers” and each, a “Seller”) and Skyvera, LLC, a Delaware limited liability company (“Buyer”). Each Seller and Buyer are referred to herein individually as a “Party” and collectively as the “Parties”.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 13th, 2021 • American Virtual Cloud Technologies, Inc. • Services-computer integrated systems design • New York
Contract Type FiledDecember 13th, 2021 Company Industry JurisdictionThis SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of December 13, 2021, is by and among American Virtual Cloud Technologies, Inc., a Delaware corporation with headquarters located at 1720 Peachtree Street, Suite 629, Atlanta, GA 30309 (the “Company”), and the investor listed on the Schedule of Buyers attached hereto the “Buyer”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 14th, 2020 • American Virtual Cloud Technologies, Inc. • Blank checks • New York
Contract Type FiledApril 14th, 2020 Company Industry JurisdictionTHIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of April 7, 2020, is made and entered into by and among American Virtual Cloud Technologies, Inc., a Delaware corporation formerly known as Pensare Acquisition Corp. (the “Company”), and the undersigned parties listed under Holder on the signature page hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively the “Holders”).
WARRANT TO PURCHASE COMMON STOCK OF AMERICAN VIRTUAL CLOUD TECHNOLOGIES, INC.Warrant Agreement • December 7th, 2020 • American Virtual Cloud Technologies, Inc. • Services-computer integrated systems design
Contract Type FiledDecember 7th, 2020 Company IndustryThis is to Certify That, FOR VALUE RECEIVED, ______________________, or its assigns (“Holder”), is entitled to purchase, subject to the provisions of this Warrant, from American Virtual Cloud Technologies, Inc., a Delaware corporation (the “Company”), _______ shares of fully paid, validly issued and nonassessable shares of the common stock of the Company (“Common Stock”) at an exercise price of $0.01 per share. The number of shares of Common Stock to be received upon the exercise of this Warrant and the price to be paid for each share of Common Stock may be adjusted from time to time as hereinafter set forth. The shares of Common Stock deliverable upon such exercise, and as adjusted from time to time pursuant to Section (h) hereof or as otherwise provided herein, are hereinafter sometimes referred to as “Warrant Shares” and the exercise price per share of Common Stock acquirable upon exercise hereof as in effect at any time and as adjusted from time to time is hereinafter sometimes ref
July 27, 2017Underwriting Agreement • August 2nd, 2017 • PENSARE ACQUISITION Corp • Blank checks • New York
Contract Type FiledAugust 2nd, 2017 Company Industry JurisdictionThis letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Pensare Acquisition Corp., a Delaware corporation (the “Company”), and EarlyBirdCapital, Inc., as representative of the several underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of 27,000,000 of the Company’s units (the “Units”), each comprised of one share of the Company’s common stock, par value $0.001 per share (the “Common Stock”), one right to receive one-tenth of one share of Common Stock (each, a “Right”) and one-half of one warrant (each, a “Warrant”). Each whole Warrant entitles the holder thereof to purchase one share of the Common Stock at a price of $11.50 per share, subject to adjustment. The Units shall be sold in the Public Offering pursuant to the registration statements on Form S-1, Nos. 333-219162 and 333-219518 and the prospectus (the “Pros
ContractDebenture • December 7th, 2020 • American Virtual Cloud Technologies, Inc. • Services-computer integrated systems design • Delaware
Contract Type FiledDecember 7th, 2020 Company Industry JurisdictionTHIS DEBENTURE AND THE RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATE IN THE MANNER AND TO THE EXTENT SET FORTH IN SECTION 3 OF THIS DEBENTURE TO THE SENIOR INDEBTEDNESS (AS DEFINED HEREIN), AND EACH HOLDER OF THIS DEBENTURE, BY ITS ACCEPTANCE HEREOF, IRREVOCABLY AGREES TO BE BOUND BY THE PROVISIONS OF SECTIONS 3 AND 12 OF THIS DEBENTURE.
July 27, 2017Underwriting Agreement • August 2nd, 2017 • PENSARE ACQUISITION Corp • Blank checks • New York
Contract Type FiledAugust 2nd, 2017 Company Industry JurisdictionThis letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Pensare Acquisition Corp., a Delaware corporation (the “Company”), and EarlyBirdCapital, Inc., as representative of the several underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of 27,000,000 of the Company’s units (the “Units”), each comprised of one share of the Company’s common stock, par value $0.001 per share (the “Common Stock”), one right to receive one-tenth of one share of Common Stock (each, a “Right”) and one-half of one warrant (each, a “Warrant”). Each whole Warrant entitles the holder thereof to purchase one share of the Common Stock at a price of $11.50 per share, subject to adjustment. The Units shall be sold in the Public Offering pursuant to the registration statements on Form S-1, Nos. 333-219162 and 333-219518 (collectively, the “Registrat
INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • December 7th, 2020 • American Virtual Cloud Technologies, Inc. • Services-computer integrated systems design • Delaware
Contract Type FiledDecember 7th, 2020 Company Industry JurisdictionTHIS INVESTOR RIGHTS AGREEMENT (this “Agreement”), dated as of December 1, 2020, is made and entered into by and among American Virtual Cloud Technologies, Inc., a Delaware corporation (the “Company”),the undersigned party listed under the heading “Holder” on the signature page hereto (and, together with any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, each a “Holder” and collectively the “Holders”), and solely for purposes of Section 7.1 of this Agreement, the undersigned parties listed under the heading “Significant Holders” on the signature page hereto (collectively, the “Significant Holders”).
PRO FORMA COMBINED FINANCIAL INFORMATION (UNAUDITED & CONDENSED) (in thousands, except share and per share data)Purchase Agreement • January 27th, 2021 • American Virtual Cloud Technologies, Inc. • Services-computer integrated systems design
Contract Type FiledJanuary 27th, 2021 Company IndustryOn December 1, 2020, American Virtual Cloud Technologies, Inc. (“AVCT” or the “Company”) consummated a Purchase Agreement (the “Purchase Agreement”) that was previously entered into on August 5, 2020 with Ribbon Communications, Inc. (“Ribbon”), Ribbon Communications Operating Company, Inc. (“RCOCI”) and Ribbon Communications International Limited (together with RCOCI, the “Sellers”, and together with Ribbon, the “Ribbon Parties”), pursuant to which AVCT purchased the Sellers’ cloud-based enterprise services business (“Kandy”) by acquiring certain of the Sellers’ and their respective affiliates’ assets (and assuming certain of the Sellers’ and their respective affiliates’ liabilities) primarily associated with Kandy, and acquiring all of the outstanding interests of Kandy Communications LLC (the “Transaction”).
STOCK ESCROW AGREEMENTStock Escrow Agreement • August 2nd, 2017 • PENSARE ACQUISITION Corp • Blank checks • New York
Contract Type FiledAugust 2nd, 2017 Company Industry JurisdictionSTOCK ESCROW AGREEMENT, dated as of July 27, 2017 (the “Agreement”) by and among Pensare Acquisition Corp., a Delaware corporation (the “Company”), Pensare Sponsor Group LLC, a Delaware limited liability company (the “Sponsor”), MasTec, Inc., a Florida corporation, and the other parties hereto named on Exhibit A attached hereto (together with the Sponsor, the “Initial Holders”), and Continental Stock Transfer & Trust Company (the “Escrow Agent”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 24th, 2017 • PENSARE ACQUISITION Corp • Blank checks • New York
Contract Type FiledJuly 24th, 2017 Company Industry JurisdictionTHIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of ______, 2017, is made and entered into by and among Pensare Acquisition Corp., a Delaware corporation (the “Company”), Pensare Sponsor Group, LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed under Holder on the signature page hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively the “Holders”).
AMENDMENT AND JOINDER TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 7th, 2020 • American Virtual Cloud Technologies, Inc. • Services-computer integrated systems design
Contract Type FiledDecember 7th, 2020 Company IndustryThis Amendment and Joinder (this “Amendment and Joinder”), entered into and effective as of December 1, 2020, is made to that certain Registration Rights Agreement, dated as of April 7, 2020, by and among American Virtual Cloud Technologies, Inc., a Delaware corporation (the “Company”), and the other parties thereto (the “RRA”). This Amendment and Joinder is entered into by and among the Company, the undersigned parties listed under the heading “Original Holders” on the signature page hereto, and SPAC Opportunity Partners Investment Sub LLC (the “Initial Investor”). Capitalized terms used herein but not otherwise defined herein shall have the meanings ascribed to them in the RRA.
SEPARATION AGREEMENT AND GENERAL RELEASESeparation Agreement • July 22nd, 2021 • American Virtual Cloud Technologies, Inc. • Services-computer integrated systems design • Georgia
Contract Type FiledJuly 22nd, 2021 Company Industry JurisdictionThis Separation Agreement and Release (the “Agreement”) is between Xavier D. Williams (“Employee”) and American Virtual Cloud Technologies, Inc. (“Employer”) and is effective on the eighth day following Employee’s execution of this Agreement provided Employee has not revoked the Agreement (the “Effective Date”).
CONSULTING AGREEMENTConsulting Agreement • April 25th, 2022 • American Virtual Cloud Technologies, Inc. • Services-computer integrated systems design • Georgia
Contract Type FiledApril 25th, 2022 Company Industry JurisdictionTHIS CONSULTING AGREEMENT (“Agreement”) is made and entered into effective as of April 1, 2022 (the “Effective Date’”), by and between SAW Holdings, LLC (the “Consultant”), and American Virtual Cloud Technologies, Inc. (“AVCT” or the “Company’), whose address is 1720 Peachtree Street, Suite 629, Atlanta, GA 30309. When referred to collectively the Company and the Consultant shall be referred to as the “Parties”.