INDEMNITY AGREEMENTIndemnity Agreement • November 30th, 2020 • Far Peak Acquisition Corp • Blank checks • New York
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [●], 2020, by and between Far Peak Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and (“Indemnitee”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • December 7th, 2020 • Far Peak Acquisition Corp • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of December 2, 2020 by and between Far Peak Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Trustee”).
WARRANT AGREEMENT FAR PEAK ACQUISITION CORPORATION and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated December 2, 2020Warrant Agreement • December 7th, 2020 • Far Peak Acquisition Corp • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated December 2, 2020, is by and between Far Peak Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (in such capacity, the “Warrant Agent”).
SUBSCRIPTION AGREEMENTSubscription Agreement • November 30th, 2020 • Far Peak Acquisition Corp • Blank checks • New York
This Subscription Agreement (this “Agreement”) is entered into as of November 12, 2020 between Far Peak Acquisition Corporation, a Cayman Island company limited by shares (the “Company”), Far Peak LLC, a Cayman Island limited liability company (the “Sponsor”) and (the “Purchaser”).
FAR PEAK ACQUISITION CORPORATION 55,000,000 Units ($10.00 per Unit) UNDERWRITING AGREEMENT December 2, 2020Underwriting Agreement • December 7th, 2020 • Far Peak Acquisition Corp • Blank checks • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 7th, 2020 • Far Peak Acquisition Corp • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 2, 2020, is made and entered into by and among Far Peak Acquisition Corporation, a Cayman Islands exempted company (the “Company”), Far Peak LLC, a Cayman Islands limited liability company (the “Sponsor”), and the undersigned parties listed under Holder on the signature page hereto (each such party, together with the Sponsor, members of the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively the “Holders”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • November 30th, 2020 • Far Peak Acquisition Corp • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of November 13, 2020, is entered into by and between Far Peak Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and Far Peak LLC, a Cayman Islands limited liability company (the “Purchaser”).
FORM OF REGISTRATION RIGHTS AGREEMENTForm of Registration Rights Agreement • July 9th, 2021 • Far Peak Acquisition Corp • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of July 8, 2021, by and among (i) Bullish, a Cayman Islands exempted company (together with its successors, “Pubco”), and (ii) the undersigned parties listed as “Investors” on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
AMENDMENT NO. 3 TO BUSINESS COMBINATION AGREEMENTBusiness Combination Agreement • June 29th, 2022 • Far Peak Acquisition Corp • Finance services
This AMENDMENT NO. 3 TO BUSINESS COMBINATION AGREEMENT, dated as of June 29, 2022 (this “Amendment”), is entered into by and among (i) Far Peak Acquisition Corporation, a Cayman Islands exempted company (together with its successors, “Purchaser”), (ii) Bullish, a Cayman Islands exempted company (“Pubco”), (iii) BMC1, a Cayman Islands exempted company and a direct wholly owned subsidiary of Pubco (“Merger Sub 1”), (iv) BMC2, a Cayman Islands exempted company and a direct wholly owned subsidiary of Pubco (“Merger Sub 2”, and together with Merger Sub 1 the “Merger Subs”) and (v) Bullish Global, a Cayman Islands exempted company (the “Company”). Purchaser, Pubco, Merger Sub 1, Merger Sub 2 and the Company are sometimes referred to herein individually as a “Party” and, collectively, as the “Parties”. Capitalized terms used and not defined herein shall have the meanings given to such terms in that certain Business Combination Agreement, dated as of July 8, 2021, entered into by the Parties (
AMENDMENT TO BUSINESS COMBINATION AGREEMENTBusiness Combination Agreement • March 8th, 2022 • Far Peak Acquisition Corp • Finance services
This AMENDMENT TO BUSINESS COMBINATION AGREEMENT, dated as of March 7, 2022 (this “Amendment”), is entered into by and among by and among (i) Far Peak Acquisition Corporation, a Cayman Islands exempted company (together with its successors, “Purchaser”), (ii) Bullish, a Cayman Islands exempted company (“Pubco”), (iii) BMC1, a Cayman Islands exempted company and a direct wholly owned subsidiary of Pubco (“Merger Sub 1”), (iv) BMC2, a Cayman Islands exempted company and a direct wholly owned subsidiary of Pubco (“Merger Sub 2”, and together with Merger Sub 1 the “Merger Subs”) and (v) Bullish Global, a Cayman Islands exempted company (the “Company”). Purchaser, Pubco, Merger Sub 1, Merger Sub 2 and the Company are sometimes referred to herein individually as a “Party” and, collectively, as the “Parties”. Capitalized terms used and not defined herein shall have the meanings given to such terms in that certain Business Combination Agreement, dated as of July 8, 2021, entered into by the Pa
FORM OF SUBSCRIPTION AGREEMENTSubscription Agreement • July 9th, 2021 • Far Peak Acquisition Corp • Blank checks • New York
This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into on July 8, 2021, by and among (i) FAR PEAK ACQUISITION CORPORATION, a Cayman Islands exempted company (the “SPAC”), (ii) BULLISH, a newly formed Cayman Islands exempted company (the “Issuer”) and (iii) the undersigned subscriber (“Subscriber”).
BUSINESS COMBINATION AGREEMENT by and among FAR PEAK ACQUISITION CORPORATION, as Purchaser, BULLISH, as Pubco, BMC 1, as Merger Sub 1, BMC 2, as Merger Sub 2, and BULLISH GLOBAL, as the Company, Dated as of July 8, 2021Business Combination Agreement • July 9th, 2021 • Far Peak Acquisition Corp • Blank checks • Delaware
This Business Combination Agreement (this “Agreement”) is made and entered into as of July 8, 2021 by and among (i) Far Peak Acquisition Corporation, a Cayman Islands exempted company (together with its successors, “Purchaser”), (ii) Bullish, a Cayman Islands exempted company (“Pubco”), (iii) BMC 1, a Cayman Islands exempted company and a direct wholly owned subsidiary of Pubco (“Merger Sub 1”), (iv) BMC 2, a Cayman Islands exempted company and a direct wholly owned subsidiary of Pubco (“Merger Sub 2”, and together with Merger Sub 1 the “Merger Subs”) and (v) Bullish Global, a Cayman Islands exempted company (the “Company”). Purchaser, Pubco, Merger Sub 1, Merger Sub 2 and the Company are sometimes referred to herein individually as a “Party” and, collectively, as the “Parties”.
Re: Side Letter AgreementFar Peak Acquisition Corp • July 9th, 2021 • Blank checks
Reference is made to that certain Subscription Agreement (the “Agreement”), dated as of November 12, 2020, by and among Far Peak Acquisition Corporation, a Cayman Island company limited by shares (the “Company”), Far Peak LLC, a Cayman Island limited liability company (the “Sponsor”) and (the “Purchaser”). Capitalized terms used in this side letter agreement (the “Side Letter Agreement”) and not defined herein shall have the meanings ascribed to such terms in the Agreement.
Far Peak Acquisition Corporation New York, New York 10011Letter Agreement • December 7th, 2020 • Far Peak Acquisition Corp • Blank checks • New York
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Far Peak Acquisition Corporation, a Cayman Islands exempted company (the “Company”), Wells Fargo Securities, LLC, as the representative of several underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”) of 63,250,000 of the Company’s units (including 8,250,000 units that may be purchased pursuant to the Underwriters’ option to purchase additional units, the “Units”), each comprising of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-third of one redeemable warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder thereof to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment. The Units will be sold in the Public Offering pursuant to a registration statement on Fo
Far Peak LLCWarrants Purchase Agreement • July 9th, 2021 • Far Peak Acquisition Corp • Blank checks
Reference is made to that certain Business Combination Agreement (as may be amended, restated or supplemented from time to time, the “Business Combination Agreement”), dated as of the date hereof, by and among the Company, Bullish, a Cayman Islands exempted company (“Pubco”), Bullish Global, a Cayman Islands exempted company (the “Company”), BMC 1, a Cayman Islands exempted company and BMC 2, a Cayman Islands exempted company, and Far Peak Acquisition Corporation, a Cayman Island company limited by shares (“Purchaser”).
VOTING AGREEMENTVoting Agreement • July 9th, 2021 • Far Peak Acquisition Corp • Blank checks
VOTING AGREEMENT (this “Agreement”) is made and entered into as of July 8, 2021, by and among Bullish, a Cayman Islands exempted company (“Pubco”), Bullish Global, a Cayman Islands exempted company (the “Company”), Far Peak Acquisition Corporation, a Cayman Islands exempted company (the “Purchaser”), and block.one, a Cayman Islands exempted company (the “Shareholder”).
Far Peak Acquisition Corporation PO Box 309, Ugland House Grand Cayman KY1-1104 Cayman IslandsFar Peak Acquisition Corp • November 16th, 2020 • Blank checks • New York
This agreement (this “Agreement”) is entered into on October 21, 2020, by and between Far Peak LLC, a Cayman Islands limited liability company (the “Subscriber” or “you”), and Far Peak Acquisition Corporation, a Cayman Islands exempted company (the “Company”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 9,750,000 Class B ordinary shares, $0.0001 par value per share (the “Shares”) of the Company. The Company and the Subscriber’s agreements regarding such Shares are as follows:
Far Peak Acquisition Corporation New York, New York 10011 Bullish c/o Maples Corporate Services Centre LimitedLetter Agreement • July 9th, 2021 • Far Peak Acquisition Corp • Blank checks
TERMINATION AGREEMENTTermination Agreement • February 9th, 2023 • Far Peak Acquisition Corp • Finance services
This TERMINATION AGREEMENT (this “Termination Agreement”) is entered into as of January 26, 2023 (the “Agreement Date”) but effective as of December 22, 2022 (the “Effective Date”), by and among (i) Far Peak Acquisition Corporation, a Cayman Islands exempted company (together with its successors, “Purchaser”), (ii) Bullish, a Cayman Islands exempted company (“Pubco”), (iii) BMC1, a Cayman Islands exempted company and a direct wholly owned subsidiary of Pubco (“Merger Sub 1”), (iv) BMC2, a Cayman Islands exempted company and a direct wholly owned subsidiary of Pubco (“Merger Sub 2”, and together with Merger Sub 1 the “Merger Subs”) and (v) Bullish Global, a Cayman Islands exempted company (the “Company”). Purchaser, Pubco, Merger Sub 1, Merger Sub 2 and the Company are sometimes referred to herein individually as a “Party” and, collectively, as the “Parties”. Capitalized terms used and not defined herein shall have the meanings given to such terms in that certain Business Combination Ag
July 8, 2021 Bullish c/o Maples Corporate Services Limited PO Box 309, Ugland House Grand Cayman, KY1-1104 Cayman Islands Re: Lock-Up Agreement for Company Shares Ladies and Gentlemen:Letter Agreement • July 9th, 2021 • Far Peak Acquisition Corp • Blank checks • Delaware
This letter (this “Letter Agreement”) is being delivered to you in accordance with that certain Business Combination Agreement (as may be amended, restated or supplemented from time to time, the “Business Combination Agreement”) entered into by and among Bullish, a Cayman Islands exempted company (“Pubco”), Bullish Global, a Cayman Islands exempted company (the “Company”), Far Peak Acquisition Corporation, a Cayman Islands exempted company (“Purchaser”), BMC 1, a Cayman Islands exempted company (“Merger Sub 1”) and BMC 2, a Cayman Islands exempted company (“Merger Sub 2”), pursuant to which, among other things, Purchaser will be merged with and into Merger Sub 1, with Merger Sub 1 being the surviving entity and a wholly owned subsidiary of Pubco, and Merger Sub 2 will be merged with and into the Company, with the Company being the surviving entity and a wholly owned subsidiary of Pubco.
AMENDMENT NO. 2 TO BUSINESS COMBINATION AGREEMENTBusiness Combination Agreement • May 9th, 2022 • Far Peak Acquisition Corp • Finance services
This AMENDMENT NO. 2 TO BUSINESS COMBINATION AGREEMENT, dated as of May 6, 2022 (this “Amendment”), is entered into by and among (i) Far Peak Acquisition Corporation, a Cayman Islands exempted company (together with its successors, “Purchaser”), (ii) Bullish, a Cayman Islands exempted company (“Pubco”), (iii) BMC1, a Cayman Islands exempted company and a direct wholly owned subsidiary of Pubco (“Merger Sub 1”), (iv) BMC2, a Cayman Islands exempted company and a direct wholly owned subsidiary of Pubco (“Merger Sub 2”, and together with Merger Sub 1 the “Merger Subs”) and (v) Bullish Global, a Cayman Islands exempted company (the “Company”). Purchaser, Pubco, Merger Sub 1, Merger Sub 2 and the Company are sometimes referred to herein individually as a “Party” and, collectively, as the “Parties”. Capitalized terms used and not defined herein shall have the meanings given to such terms in that certain Business Combination Agreement, dated as of July 8, 2021, entered into by the Parties (as
July 8, 2021 Bullish c/o Maples Corporate Services Limited PO Box 309, Ugland House Grand Cayman, KY1-1104 Cayman Islands Re: Standstill Agreement Ladies and Gentlemen:Letter Agreement • July 9th, 2021 • Far Peak Acquisition Corp • Blank checks • Delaware
This letter (this “Letter Agreement”) is being delivered to you in accordance with that certain Business Combination Agreement (as may be amended, restated or supplemented from time to time, the “Business Combination Agreement”) entered into by and among Bullish, a Cayman Islands exempted company (“Pubco”), Bullish Global, a Cayman Islands exempted company (the “Company”), Far Peak Acquisition Corporation, a Cayman Islands exempted company (“Purchaser”), BMC 1, a Cayman Islands exempted company (“Merger Sub 1”) and BMC 2, a Cayman Islands exempted company (“Merger Sub 2”), pursuant to which, among other things, Purchaser will be merged with and into Merger Sub 1, with Merger Sub 1 being the surviving entity and a wholly owned subsidiary of Pubco, and Merger Sub 2 will be merged with and into the Company, with the Company being the surviving entity and a wholly owned subsidiary of Pubco.
NON-COMPETITION AGREEMENTNon-Competition Agreement • July 9th, 2021 • Far Peak Acquisition Corp • Blank checks • Hong Kong
This NON-COMPETITION AGREEMENT (this “Agreement”) is made and entered into as of July 8, 2021, by and among Brendan Blumer (the “Restricted Party”) and block.one (“Block.one”), in favor of and for the benefit of Far Peak Acquisition Corporation (“Purchaser”), Bullish (“Pubco”), and Bullish Global (the “Company” and together with Pubco, Purchaser, the Restricted Party and Block.one, the “Parties,” and, each of them, individually, a “Party”). All references in this Agreement to the “Covered Parties” refer to and include Pubco, the Company and each of their respective present and future direct and indirect Subsidiaries. Capitalized terms used but not defined otherwise in this Agreement have the respective meanings set forth in the Business Combination Agreement (as defined below).
Far Peak Acquisition Corporation New York, New York 10011Letter Agreement • November 30th, 2020 • Far Peak Acquisition Corp • Blank checks • New York
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Far Peak Acquisition Corporation, a Cayman Islands exempted company (the “Company”), Wells Fargo Securities, LLC, as the representative of several underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”) of 63,250,000 of the Company’s units (including 8,250,000 units that may be purchased pursuant to the Underwriters’ option to purchase additional units, the “Units”), each comprising of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-third of one redeemable warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder thereof to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment. The Units will be sold in the Public Offering pursuant to a registration statement on Fo
INDEMNIFICATION AGREEMENTIndemnification Agreement • July 9th, 2021 • Far Peak Acquisition Corp • Blank checks
This INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of July 8, 2021, by and among Bullish, a Cayman Islands exempted company (“Pubco”) and block.one, a Cayman Islands exempted company (the “Indemnifying Party”).
VOTING AGREEMENTVoting Agreement • July 9th, 2021 • Far Peak Acquisition Corp • Blank checks
VOTING AGREEMENT (this “Agreement”) is made and entered into as of July 8, 2021, by and among Bullish, a Cayman Islands exempted company (“Pubco”), Bullish Global, a Cayman Islands exempted company (the “Company”), Far Peak Acquisition Corporation, a Cayman Islands exempted company (the “Purchaser”), and Far Peak LLC, a Cayman Islands exempted limited liability company (“Sponsor”).
