WARRANT AGREEMENTWarrant Agreement • March 12th, 2021 • Digital Transformation Opportunities Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of March 9, 2021, is by and between Digital Transformation Opportunities Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • March 12th, 2021 • Digital Transformation Opportunities Corp. • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of March 9, 2021, by and between Digital Transformation Opportunities Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Trustee”).
30,000,000 Units DIGITAL TRANSFORMATION OPPORTUNITIES CORP. ($10.00 per Unit) UNDERWRITING AGREEMENTUnderwriting Agreement • March 12th, 2021 • Digital Transformation Opportunities Corp. • Blank checks • New York
Digital Transformation Opportunities Corp., a Delaware corporation (the “Company”), proposes to sell 30,000,000 units (the “Firm Units”), each unit consisting of one share of Class A common stock, par value $0.0001 per share (the “Common Stock”), of the Company and one-fourth of one redeemable warrant (the “Public Warrants”). In addition, solely for the purpose of covering over-allotments, the Company proposes to grant to the underwriters named in Schedule I (the “Underwriters”) attached to this agreement (this “Agreement”) an option to purchase from the Company up to 4,500,000 units on the terms set forth in Section 2 of this Agreement (the “Additional Units”). The Firm Units and the Additional Units, if purchased, are hereinafter collectively called the “Units.” This Agreement is to confirm the agreement concerning the purchase of the Units from the Company by the Underwriters. To the extent that there are no additional Underwriters listed on Schedule I, the term Underwriters as used
INDEMNIFICATION AGREEMENTIndemnification Agreement • October 13th, 2023 • American Oncology Network, Inc. • Services-health services • Delaware
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of ______, 2023 between American Oncology Network, Inc., a Delaware corporation (the “Company”), and [Name] (“Indemnitee”).
WARRANT AGREEMENTWarrant Agreement • March 1st, 2021 • Digital Transformation Opportunities Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of [●], 2021, is by and between Digital Transformation Opportunities Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
REGISTRATION AND STOCKHOLDER RIGHTS AGREEMENTRegistration and Stockholder Rights Agreement • March 12th, 2021 • Digital Transformation Opportunities Corp. • Blank checks • New York
THIS REGISTRATION AND STOCKHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of March 9, 2021, is made and entered into by and among Digital Transformation Opportunities Corp., a Delaware corporation (the “Company”), Digital Transformation Sponsor 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”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 12th, 2021 • Digital Transformation Opportunities Corp. • Blank checks
This Indemnification Agreement (“Agreement”) is made and entered into as of March 9, 2021, by and between Digital Transformation Opportunities Corp., a Delaware corporation (the “Company”), and Kevin Nazemi (“Indemnitee”).
Digital Transformation Opportunities Corp. 10485 NE 6th Street, Unit 3930 Bellevue, WA 98004Letter Agreement • March 12th, 2021 • Digital Transformation Opportunities Corp. • Blank checks
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) to be entered into by and among Digital Transformation Opportunities Corp., a Delaware corporation (the “Company”), and Barclays Capital Inc. (the “Underwriter”), relating to an underwritten initial public offering (the “Public Offering”), of 34,500,000 of the Company’s units (including up to 4,500,000 units that may be purchased by the Underwriter to cover over-allotments, if any) (the “Units”), each comprising one share of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”), and one-fourth of one redeemable warrant. Each whole warrant (each, a “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 will be sold in the Public Offering pursuant to a registration statement on Form S-1 and a prospectus (the “Prospectus”), filed by t
SECOND AMENDED AND RESTATED BUSINESS COMBINATION AGREEMENT by and between DIGITAL TRANSFORMATION OPPORTUNITIES CORP. and AMERICAN ONCOLOGY NETWORK, LLC Dated as of April 27, 2023Business Combination Agreement • July 13th, 2023 • Digital Transformation Opportunities Corp. • Services-health services • Delaware
THIS SECOND AMENDED AND RESTATED BUSINESS COMBINATION AGREEMENT (this “Agreement”) is made and entered into as of April 27, 2023, by and between Digital Transformation Opportunities Corp., a Delaware corporation (“Acquiror”), and American Oncology Network, LLC, a Delaware limited liability company (the “Company”). Acquiror and the Company are collectively referred to herein as the “Parties” and individually as a “Party.”
MANAGEMENT SERVICES AGREEMENTManagement Services Agreement • July 14th, 2023 • Digital Transformation Opportunities Corp. • Services-health services • Florida
THIS MANAGEMENT SERVICES AGREEMENT (the “Agreement”) is entered into and effective as of this 1st day of July, 2018 (the “Effective Date”), by and between AMERICAN ONCOLOGY MANAGEMENT COMPANY, LLC, a Delaware limited liability company (“Manager”), and AMERICAN ONCOLOGY PARTNERS, P.A., a Florida professional service corporation (the “Practice”).
PRIVATE PLACEMENT WARRANT PURCHASE AGREEMENTPrivate Placement Warrant Purchase Agreement • March 12th, 2021 • Digital Transformation Opportunities Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANT PURCHASE AGREEMENT (as it may from time to time be amended, this “Agreement”), dated as of March 9, 2021, is entered into by and among Digital Transformation Opportunities Corp., a Delaware corporation (the “Company”), and Digital Transformation Sponsor LLC, a Delaware limited liability company (the “Purchaser”).
AMENDED AND RESTATED SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • January 6th, 2023 • Digital Transformation Opportunities Corp. • Blank checks
This AMENDED AND RESTATED SPONSOR SUPPORT AGREEMENT (this “Agreement”), dated as of January 6, 2023, is made by and among Digital Transformation Opportunities Corp., a Delaware corporation (“Acquiror”), Digital Transformation Sponsor LLC, a Delaware limited liability company (“Sponsor”) and the other Persons set forth on Schedule I hereto (together with Sponsor, the “Supporting Sponsor Shareholders”) and American Oncology Network, LLC, a Delaware limited liability company (the “Company”). Acquiror, the Supporting Sponsor Shareholders and the Company shall be referred to herein from time to time collectively as the “parties”. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Combination Agreement (as defined below).
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 26th, 2023 • American Oncology Network, Inc. • Services-health services
This Amended And Restated Registration Rights Agreement (this “Agreement” as amended, restated, supplemented, or otherwise modified from time to time) dated as of September 20, 2023, is made and entered into by and among American Oncology Network, Inc. (formerly known as Digital Transformation Opportunities Corp.), a Delaware corporation (the “Company”), Digital Transformation Sponsor LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed on the signature page hereto under “Holders” (each such party, together with any person or entity who hereafter becomes a party to this Agreement pursuant, a “Holder” and collectively the “Holders”).
AMENDMENT NO. 1 TO THE INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • March 8th, 2023 • Digital Transformation Opportunities Corp. • Services-health services
This Amendment No. 1 (this “Amendment”), dated as of March 6, 2023, to the Investment Management Trust Agreement (as defined below) is made by and between Digital Transformation Opportunities Corp. (the “Company”) and Continental Stock Transfer & Trust Company, as trustee (“Trustee”). All terms used but not defined herein shall have the meanings assigned to them in the Trust Agreement.
THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY APPLICABLE STATE SECURITIES LAWS AND HAS BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNEC-TION WITH, THE SALE OR...American Oncology Network, Inc. • October 13th, 2023 • Services-health services • Delaware
EMPLOYMENT AND SEVERANCE BENEFITS AGREEMENT THIS EMPLOYMENT AND SEVERANCE BENEFITS AGREEMENT (the “Agreement”) is made and entered into effective as of the “Commencement Date” (as hereinafter defined) by and between AON Central Services, LLC, a...Employment and Severance Benefits Agreement • August 14th, 2024 • American Oncology Network, Inc. • Services-health services • Florida
AMENDED AND RESTATED CLASS C CONVERTIBLE PREFERRED UNIT PURCHASE AGREEMENT by and between American Oncology Network, LLC (the “Company”) and GEF AON Holdings Corp. (the “Buyer”), Dated as of June 7, 2023Convertible Preferred Unit Purchase Agreement • June 15th, 2023 • Digital Transformation Opportunities Corp. • Services-health services • Delaware
This AMENDED AND RESTATED CLASS C CONVERTIBLE PREFERRED UNIT PURCHASE AGREEMENT (collectively, with all Schedules and Exhibits hereto, this “Agreement”) is entered into as of June 7, 2023 (the “Effective Date”), by and between GEF AON Holdings Corp. (the “Buyer”), American Oncology Network LLC, a Delaware limited liability company (the “Company”) and Digital Transformation Opportunities Corp. (“SPAC”). The Buyer, the Company and the SPAC are collectively referred to herein as the “Parties,” and each individually as a “Party.”
STOCKHOLDERS AGREEMENT between AMERICAN ONCOLOGY NETWORK, INC. and AEA GROWTH MANAGEMENT LP Dated as of July 18, 2024Stockholders Agreement • November 15th, 2024 • American Oncology Network, Inc. • Services-health services • Delaware
STOCKHOLDERS AGREEMENT (this “Agreement”), dated as of July 18, 2024 between American Oncology Network, Inc., a Delaware corporation (the “Company”), and AEA Growth Equity Fund LP and AEA Growth Equity Fund (Parallel) LP, each a Delaware limited partnership (collectively, “AEA”). This Agreement shall be effective upon the date of consummation of any transaction that results in the AEA Parties being the beneficial owner, directly or indirectly, of more than 40% of the outstanding voting power of the Company (the “Effective Date”).
CLASS A COMMON STOCK PURCHASE AGREEMENTClass a Common Stock Purchase Agreement • November 15th, 2024 • American Oncology Network, Inc. • Services-health services • Delaware
This CLASS A COMMON STOCK PURCHASE AGREEMENT (collectively, with all Exhibits hereto, this “Agreement”) is entered into as of November 12, 2024 (the “Effective Date”), by and between AEA AON Aggregator LLC (the “Buyer”) and American Oncology Network, Inc., a Delaware corporation (the “Company”). The Buyer and the Company are collectively referred to herein as the “Parties,” and each individually as a “Party.”
AMENDMENT NO. 1 TO AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 15th, 2024 • American Oncology Network, Inc. • Services-health services
This AMENDMENT NO. 1 TO AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Amendment”) is dated as of November 12, 2024, by and among American Oncology Network, Inc., a Delaware corporation (the “Company”), AEA Growth Equity Fund LP and AEA Growth Equity Fund (Parallel) LP (collectively, “AEA Growth”), AEA AON Purchaser LLC (“Purchaser”) and AEA AON Aggregator LLC (“Aggregator”). Terms used but not otherwise defined herein shall have the respective meanings ascribed to them in that certain Amended and Restated Registration Rights Agreement dated as of September 20, 2023 (the “Registration Rights Agreement”).
Certain information has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K under the Securities Act of 1933, as amended, because it is both (i) not material and (ii) the type of information that the Registrant treats as confidential. The...Limited Liability Company Agreement • September 26th, 2023 • American Oncology Network, Inc. • Services-health services • Delaware
This FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (as the same may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”) of American Oncology Network, LLC, a Delaware limited liability company (the “Company”), dated as of September 20, 2023 (the “Effective Date”), is adopted and made by and among the Company, American Oncology Network, Inc., a Delaware corporation (the “Corporation”), and the Members (as defined herein), whose adoption is effective following the amendment and restatement of the Third Amended and Restated Limited Liability Company Agreement (as defined herein) by the requisite Members, as further specified in the Recitals.
