Motion Acquisition Corp. ($10.00 per Unit) UNDERWRITING AGREEMENTUnderwriting Agreement • October 16th, 2020 • Motion Acquisition Corp. • Blank checks • New York
Barclays Capital Inc., As Representative of the several Underwriters named in Schedule I attached hereto, c/o Barclays Capital Inc. 745 Seventh Avenue New York, New York 10019
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 12th, 2021 • DocGo Inc. • Local & suburban transit & interurban hwy passenger trans • New York
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of November 5, 2021, by and among Motion Acquisition Corp., a Delaware corporation (the “Company”) and the undersigned parties listed under Investors on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
CREDIT AGREEMENT Dated as of November 1, 2022 among DOCGO INC., as the Borrower, THE SUBSIDIARIES OF THE BORROWER PARTY HERETO, as the Guarantors, CITIBANK, N.A., as Administrative Agent, Swingline Lender and L/C Issuer, BANK OF THE WEST, as...Credit Agreement • November 2nd, 2022 • DocGo Inc. • Local & suburban transit & interurban hwy passenger trans • New York
This CREDIT AGREEMENT is entered into as of November 1, 2022, among DOCGO INC., a Delaware corporation (the “Borrower”), the Guarantors (defined herein), the Lenders (defined herein), and CITIBANK, N.A., as Administrative Agent, Swingline Lender and L/C Issuer.
WARRANT AGREEMENTWarrant Agreement • October 9th, 2020 • Motion Acquisition Corp. • Blank checks • New York
This Warrant Agreement (this “Agreement”) is made as of ______, 2020 between Motion Acquisition Corp., a Delaware corporation, with offices at c/o Graubard Miller, 405 Lexington Ave, New York, New York 10174 (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 1 State Street, New York, New York 10004 (“Warrant Agent”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • October 16th, 2020 • Motion Acquisition Corp. • Blank checks • New York
This Agreement, made and entered into effective as of October 14, 2020 (“Agreement”), by and between Motion Acquisition Corp., a Delaware corporation (“Company”), and the undersigned indemnitee (“Indemnitee”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • October 16th, 2020 • Motion Acquisition Corp. • Blank checks • New York
Reference is made to the Investment Management Trust Agreement between Motion Acquisition Corp. (“Company”) and Continental Stock Transfer & Trust Company, dated as of ________, 2020 (“Trust Agreement”). Capitalized words used herein and not otherwise defined shall have the meanings ascribed to them in the Trust Agreement.
AMENDED AND RESTATED INDEMNIFICATION AGREEMENTIndemnification Agreement • September 30th, 2024 • DocGo Inc. • Services-health services
This Amended and Restated Indemnification Agreement (this “Agreement”) is entered into as of the date last signed below (the “Effective Date”) by and between DocGo Inc., a Delaware corporation (the “Company”), and the undersigned (the “Indemnitee”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 28th, 2024 • DocGo Inc. • Services-health services • Delaware
This Executive Employment Agreement (the “Agreement”) is entered into as of August 3, 2023 (the “Effective Date”), by and between Stephen Sugrue (“Executive”) and DocGo Inc., a Delaware corporation (the “Company”).
WARRANT AGREEMENTWarrant Agreement • October 16th, 2020 • Motion Acquisition Corp. • Blank checks • New York
This Warrant Agreement (this “Agreement”) is made as of October 14, 2020 between Motion Acquisition Corp., a Delaware corporation, with offices at c/o Graubard Miller, 405 Lexington Ave, New York, New York 10174 (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 1 State Street, New York, New York 10004 (“Warrant Agent”).
Motion Acquisition Corp. c/o Graubard Miller New York, New York 10175 Barclays Capital Inc. New York, New York 10019Underwriting Agreement • October 5th, 2020 • Motion Acquisition Corp. • Blank checks • New York
This letter agreement (this “Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) to be entered into by and between Motion Acquisition Corp., a Delaware corporation (the “Company”), and Barclays Capital Inc., as representative (the “Representative”) of the several Underwriters named in Schedule 1 thereto (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each comprised of one share of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”), and one-third of one redeemable warrant, each whole warrant exercisable for one share of Common Stock (each, a “Warrant”). Certain capitalized terms used herein are defined in paragraph 12 hereof.
MERGER AGREEMENT by and among MOTION ACQUISITION CORP., MOTION MERGER SUB CORP. and AMBULNZ, INC. Dated as of March 8, 2021Merger Agreement • March 9th, 2021 • Motion Acquisition Corp. • Blank checks • Delaware
This MERGER AGREEMENT (as amended, modified or supplemented from time to time, this “Agreement”) is made and entered into as of March 8, 2021, by and among Motion Acquisition Corp., a Delaware corporation (“Parent”), Motion Merger Sub Corp., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and Ambulnz, Inc., a Delaware corporation (the “Company”). Parent, Merger Sub and the Company are sometimes referred to individually as a “Party” and collectively as the “Parties.” Except as otherwise indicated, capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in Appendix A of this Agreement.
STOCK ESCROW AGREEMENTStock Escrow Agreement • September 3rd, 2021 • Motion Acquisition Corp. • Local & suburban transit & interurban hwy passenger trans • New York
STOCK ESCROW AGREEMENT, dated as of [●], 2021 (“Agreement”), by and among Motion Acquisition Corp. (to be renamed DocGo Inc.), a Delaware corporation (“Parent”), Motion Acquisition LLC, a Delaware limited liability company (“Sponsor”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (“Escrow Agent”).
AMENDED AND RESTATED SPONSOR AGREEMENTSponsor Agreement • November 5th, 2021 • Motion Acquisition Corp. • Local & suburban transit & interurban hwy passenger trans • Delaware
This AMENDED AND RESTATED SPONSOR AGREEMENT (the “A&R Sponsor Agreement”), dated as of November 4, 2021, is entered into by and between Motion Acquisition LLC, a Delaware limited liability company (“Sponsor”), Motion Acquisition Corp., a Delaware corporation (“Parent”), and Ambulnz, Inc., a Delaware corporation (the “Company”).
TRANSITION CONSULTING AGREEMENTTransition Consulting Agreement • September 30th, 2024 • DocGo Inc. • Services-health services • Delaware
This TRANSITION CONSULTING AGREEMENT (this “Agreement”) is entered into by and between DocGo Inc., a Delaware corporation (the “Company”), and Steven Katz (“Consultant”). Consultant and the Company are each referred to herein as a “Party” and collectively as the “Parties.”
SEPARATION AND CONSULTING AGREEMENT AND GENERAL RELEASE OF CLAIMSSeparation and Consulting Agreement • March 8th, 2024 • DocGo Inc. • Services-health services • Delaware
This SEPARATION AND CONSULTING AGREEMENT AND GENERAL RELEASE OF CLAIMS (this “Agreement”) is entered into by and between DocGo Inc., a Delaware corporation (the “Company”), and Stan Vashovsky (“Consultant”). Consultant and the Company are each referred to herein as a “Party” and collectively as the “Parties.”
RESTRICTED STOCK UNIT GRANT NOTICE AND AGREEMENTRestricted Stock Unit Grant Agreement • May 10th, 2022 • DocGo Inc. • Local & suburban transit & interurban hwy passenger trans
DocGo Inc. (the “Company”), pursuant to its 2021 Stock Incentive Plan (as may be amended, restated or otherwise modified from time to time, the “Plan”), hereby grants to Holder the number of the number of Restricted Stock Units set forth below, each Restricted Stock Unit being a notional unit representing the right to receive one share of Common Stock, subject to adjustment as provided in the Plan (the “Restricted Stock Units”). The Restricted Stock Units are subject to all of the terms and conditions set forth in this Restricted Stock Unit Grant Notice and Agreement (this “Award Agreement”), as well as all of the terms and conditions of the Plan, all of which are incorporated herein in their entirety. To the extent that any provisions herein (or portion thereof) conflicts with any provision of the Plan, the Plan shall prevail and control. Capitalized terms not otherwise defined herein shall have the same meaning as set forth in the Plan.
SUPPORT AGREEMENTSupport Agreement • March 9th, 2021 • Motion Acquisition Corp. • Blank checks • Delaware
This SUPPORT AGREEMENT (this “Agreement”), dated as of March 8, 2021, is entered into by and among Motion Acquisition Corp. (“Motion”) and each of the stockholders of the Company (as defined below) set forth on Schedule A hereto (the “Supporting Holder”). Capitalized terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).
Motion Acquisition Corp. c/o Graubard MillerOffice Space and Administrative Services Agreement • October 16th, 2020 • Motion Acquisition Corp. • Blank checks
This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for the initial public offering (the “IPO”) of securities of Motion Acquisition Corp. (the “Company”) and continuing until the earlier of (i) the consummation by the Company of an initial business combination or (ii) the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), Graubard Miller shall make available to the Company certain office space and administrative and support services as may be required by the Company from time to time, situated at 405 Lexington Avenue, 11th Floor, New York, New York 10174 (or any successor location) free of charge.
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • January 31st, 2024 • DocGo Inc. • Services-health services • New York
This FIRST AMENDMENT TO CREDIT AGREEMENT, dated as of January 30, 2024 (this “Amendment”), is by and among DOCGO INC., a Delaware corporation (the “Borrower”) and CITIBANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”), Swingline Lender and L/C Issuer. Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed thereto in the Credit Agreement (as defined below).
SPONSOR AGREEMENTSponsor Agreement • March 9th, 2021 • Motion Acquisition Corp. • Blank checks • Delaware
This SPONSOR AGREEMENT (the “Sponsor Agreement”), dated as of March 8, 2021, is entered into by and between Motion Acquisition LLC, a Delaware limited liability company (“Sponsor”), Motion Acquisition Corp., a Delaware corporation (“Parent”), and Ambulnz, Inc., a Delaware corporation (the “Company”).
SEPARATION AND TRANSITION SERVICES AGREEMENTSeparation and Transition Services Agreement • October 13th, 2023 • DocGo Inc. • Services-health services • Delaware
This SEPARATION AND TRANSITION SERVICES AGREEMENT (this “Agreement”) is entered into on this 11th day of October, 2023 by and between DocGo, Inc. (the “Company”) and Anthony Capone (“Executive”). Executive and the Company are each referred to herein as a “Party” and collectively as the “Parties.”
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • August 7th, 2024 • DocGo Inc. • Services-health services • New York
This SECOND AMENDMENT TO CREDIT AGREEMENT, dated as of May 7, 2024 (this “Amendment”), is by and among DOCGO INC., a Delaware corporation (the “Borrower”), the Guarantors party hereto, the Lenders party hereto and CITIBANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”), Swingline Lender and L/C Issuer. Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed thereto in the Credit Agreement (as defined below).
Motion Acquisition Corp. c/o Graubard MillerOffice Space and Administrative Services Agreement • October 5th, 2020 • Motion Acquisition Corp. • Blank checks
This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for the initial public offering (the “IPO”) of securities of Motion Acquisition Corp. (the “Company”) and continuing until the earlier of (i) the consummation by the Company of an initial business combination or (ii) the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), Graubard Miller shall make available to the Company certain office space and administrative and support services as may be required by the Company from time to time, situated at 405 Lexington Avenue, 11th Floor, New York, New York 10174 (or any successor location) free of charge.
Ely D. Tendler Strategic & Legal Services, PLLC Guidance through ExperienceEngagement Letter • May 8th, 2024 • DocGo Inc. • Services-health services
This document (the “Agreement”) is the written attorney-client fee contract under which Ely D. Tendler Strategic and Legal Services, PLLC, a New York professional service limited liability company (“we” or “us”), will provide legal services to DocGo and its affiliated entities (together, “you” or “your”). This Agreement amends and restates in its entirety our existing agreement dated October 22, 2015 and shall be effective as of January 1, 2024, with the same force and effect as if this Agreement had been executed on such date.
STOCK ESCROW AGREEMENTStock Escrow Agreement • November 12th, 2021 • DocGo Inc. • Local & suburban transit & interurban hwy passenger trans • New York
STOCK ESCROW AGREEMENT, dated as of November 5, 2021 (“Agreement”), by and among Motion Acquisition Corp. (to be renamed DocGo Inc.), a Delaware corporation (“Parent”), Motion Acquisition LLC, a Delaware limited liability company (“Sponsor”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (“Escrow Agent”).
SUBSCRIPTION AGREEMENTSubscription Agreement • March 9th, 2021 • Motion Acquisition Corp. • Blank checks
In connection with the proposed business combination (the “Transaction”) between Motion Acquisition Corp., a Delaware corporation (including any successor thereto pursuant to the terms of the Transaction Agreement, “Motion”), and Ambulnz, Inc. a Delaware corporation (“Ambulnz”), pursuant to a business combination agreement (the “Transaction Agreement”) to be entered into among Ambulnz, Motion and Motion Merger Sub Corp., a Delaware corporation and wholly owned subsidiary of Motion, Motion is seeking commitments from interested investors to purchase shares of Class A Common Stock, par value $0.0001 per share (the “Class A Common Shares”), of Motion, for a purchase price of $10.00 per share (the “Price Per Share”). The aggregate purchase price to be paid by the undersigned (the “Investor”) for the subscribed Shares (as set forth on the signature page hereto) is referred to herein as the “Subscription Amount.” Capitalized terms used but not otherwise defined herein shall have the meaning
LOCK-UP AGREEMENTLock-Up Agreement • March 9th, 2021 • Motion Acquisition Corp. • Blank checks • Delaware
THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of March 8, 2021 by and among (i) Motion Acquisition Corp., a Delaware corporation (together with its successors, “Motion”), (ii) Ambulnz, Inc., a Delaware corporation (“Ambulnz”), and (iii) the undersigned (“Holder”). Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Merger Agreement (as defined below).
