INDEMNITY AGREEMENTIndemnity Agreement • December 13th, 2021 • Target Global Acquisition I Corp. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of December 8, 2021, by and between TARGET GLOBAL ACQUISITION I CORP., a Cayman Islands exempted company (the “Company”), and Yaron Valler (“Indemnitee”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • December 13th, 2021 • Target Global Acquisition I Corp. • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of December 8, 2021 by and between Target Global Acquisition I Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
20,000,000 Units Target Global Acquisition I Corp. UNDERWRITING AGREEMENTUnderwriting Agreement • December 13th, 2021 • Target Global Acquisition I Corp. • Blank checks • New York
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • December 13th, 2021 • Target Global Acquisition I Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of December 8, 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between Target Global Acquisition I Corp., a Cayman Islands exempted company (the “Company”), and Target Global Sponsor Ltd., a Cayman Islands limited liability company (the “Purchaser”).
WARRANT AGREEMENTWarrant Agreement • December 13th, 2021 • Target Global Acquisition I Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of December 8, 2021, is by and between Target Global Acquisition I Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent,” and also referred to herein as the “Transfer Agent”).
REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENTRegistration and Shareholder Rights Agreement • December 13th, 2021 • Target Global Acquisition I Corp. • Blank checks • New York
THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of December 8, 2021, is made and entered into by and among Target Global Acquisition I Corp., a Cayman Islands exempted company (the “Company”), Target Global Sponsor Ltd., a Cayman limited liability company (the “Sponsor”), and each of the undersigned parties listed on the signature page hereto under “Holders” (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”).
FORM OF INDEMNITY AGREEMENTForm of Indemnity Agreement • June 30th, 2021 • Target Global Acquisition I Corp. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of , 2021, by and between TARGET GLOBAL ACQUISITION I CORP., a Cayman Islands exempted company (the “Company”), and _____________ (“Indemnitee”).
WARRANT AGREEMENTWarrant Agreement • June 30th, 2021 • Target Global Acquisition I Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of [●], 2021, is by and between Target Global Acquisition I Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent,” and also referred to herein as the “Transfer Agent”).
Target Global Acquisition I Corp. PO Box 1093, Boundary Hall, Cricket Square, Grand Cayman, KY1-1102, Cayman IslandsLetter Agreement • December 13th, 2021 • Target Global Acquisition I Corp. • Blank checks
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Target Global Acquisition I Corp., a Cayman Islands exempted company (the “Company”), and UBS Securities LLC and BofA Securities, Inc., as underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 23,000,000 of the Company’s units (including up to 3,000,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Class A Ordinary Shares”), and one-third of one redeemable warrant. Each whole warrant (each, a “Warrant”) entitles the holder thereof to purchase one Class A Ordinary Share at a price of $11.50 per share, subject to adjustment as described in the Prospectus (as defined below). The Units will be sold in the Public Offering pursuant t
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • December 13th, 2021 • Target Global Acquisition I Corp. • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of November 8, 2021, between Target Global Acquisition I Corp., a Cayman Islands exempted company (the “Company”), and Target Global Selected Opportunities, LLC – Series Selenium, a series of a Delaware series limited liability company, having its registered office at c/o United Corporate Services, Inc. 874 Walker Road, Suite C, Dover, Delaware 19904 (the “Purchaser”).
TARGET GLOBAL ACQUISITION I CORP. PO Box 1093, Boundary Hall Cricket Square, Grand Cayman KY1-1102, Cayman IslandsLetter Agreement • November 22nd, 2021 • Target Global Acquisition I Corp. • Blank checks • New York
This letter agreement (this “Agreement”) by and between Target Global Acquisition I Corp. (the “Company”) and Target Global Sponsor Ltd. (the “Sponsor”), dated as of the date hereof, will confirm our agreement that, commencing on the date the securities of the Company are first listed on the Nasdaq Global Market (the “Listing Date”), pursuant to a Registration Statement on Form S-1 and prospectus filed with the U.S. Securities and Exchange Commission (the “Registration Statement”) and continuing until the earlier of the consummation by the Company of an initial business combination and the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”):
AMENDMENT NO. 3 TO INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • December 21st, 2023 • Target Global Acquisition I Corp. • Blank checks • New York
THIS AMENDMENT NO. 3 TO INVESTMENT MANAGEMENT TRUST AGREEMENT (this “Amendment Agreement”), dated as of December 15, 2023 is made by and between Target Global Acquisition I Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”), and amends that certain Investment Management Trust Agreement, dated as of December 8, 2021 (as amended on June 6, 2023 and November 29, 2023, the “Trust Agreement”), by and between the Company and the Trustee. Capitalized terms used but not defined in this Amendment Agreement have the meanings assigned to such terms in the Trust Agreement.
Target Global Acquisition I Corp. PO Box 10176, Governor’s Square, KY1-1002, Cayman IslandsTarget Global Acquisition I Corp. • May 31st, 2024 • Blank checks
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Securities Assignment Agreement, dated May 30, 2024, among CIIG Management LLC (the “Purchaser”), the Target Global Sponsor Ltd. (the “Sponsor”) and Target Global Acquisition I Corp., a Cayman Islands exempted company (the “Company”). Certain capitalized terms used herein are defined in paragraph 13 hereof.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 1st, 2021 • Target Global Acquisition I Corp. • Delaware
This Securities Purchase Agreement (this “Agreement”), effective as of February 19, 2021, is made and entered into by and between Target Global Holding Ltd., a private limited company organized under the laws of the Republic of Cyprus (the “Seller”), Target Global Sponsor Ltd., a Cayman Islands limited liability company (the “Buyer”) and Target Global Acquisition I Corp., a Cayman Islands exempted company (the “Company”).
FORM OF AMENDMENT TO THE REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENTRegistration and Shareholder Rights Agreement • May 31st, 2024 • Target Global Acquisition I Corp. • Blank checks • New York
This AMENDMENT TO THE REGISTRATION AND SHAREHOLDER RIGHTS (the “Amendment”), dated as of , 2024, by and among Target Global Acquisition I Corp., a Cayman Islands exempted company ( the “Company”), Target Global Sponsor Ltd., a Cayman limited liability company(the “Sponsor”) and each shareholder identified on the signature pages hereto (the “Holders”). Capitalized terms used herein and not otherwise defined herein shall have the meaning ascribed to them in the Registration and Shareholder Rights Agreement, dated as of December 8, 2021 (the “Registration and Shareholder Rights Agreement”), by and among the Company, the Sponsor and the Holders.
AMENDMENT NO. 2 TO INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • November 29th, 2023 • Target Global Acquisition I Corp. • Blank checks • New York
THIS AMENDMENT NO. 2 TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT (this “Amendment”) is made as of November 27, 2023, by and between Target Global Acquisition I Corp., a Cayman Island exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”), and amends that certain Investment Management Trust Agreement, dated as of December 8, 2021 (as initially amended on June 6, 2023, the “Trust Agreement”). Capitalized terms contained in this Amendment, but not specifically defined in this Amendment, shall have the meanings ascribed to such terms in the Trust Agreement.
TARGET GLOBAL ACQUISITION I CORP. PO Box 1093, Boundary Hall Cricket Square, Grand Cayman KY1-1102, Cayman IslandsLetter Agreement • December 13th, 2021 • Target Global Acquisition I Corp. • Blank checks • New York
This letter agreement (this “Agreement”) by and between Target Global Acquisition I Corp. (the “Company”) and Target Global Sponsor Ltd. (the “Sponsor”), dated as of the date hereof, will confirm our agreement that, commencing on the date the securities of the Company are first listed on the Nasdaq Global Market (the “Listing Date”), pursuant to a Registration Statement on Form S-1 and prospectus filed with the U.S. Securities and Exchange Commission (the “Registration Statement”) and continuing until the earlier of the consummation by the Company of an initial business combination and the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”):
AMENDMENT TO INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • June 8th, 2023 • Target Global Acquisition I Corp. • Blank checks • New York
THIS AMENDMENT TO INVESTMENT MANAGEMENT TRUST AGREEMENT (this “Amendment Agreement”), dated as of June 6, 2023, is made by and between Target Global Acquisition I Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”), and amends that certain Investment Management Trust Agreement, effective as of December 8, 2021 (the “Trust Agreement”), by and between the Company and the Trustee. Capitalized terms used but not defined in this Amendment Agreement have the meanings assigned to such terms in the Trust Agreement.
AMENDMENT NO. 4 TO INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • July 11th, 2024 • Target Global Acquisition I Corp. • Blank checks • New York
THIS AMENDMENT NO. 4 TO INVESTMENT MANAGEMENT TRUST AGREEMENT (this “Amendment Agreement”), dated as of July 10, 2024, is made by and between Target Global Acquisition I Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”), and amends that certain Investment Management Trust Agreement, dated as of December 8, 2021 (as amended on June 6, 2023, November 29, 2023 and December 15, 2023, the “Trust Agreement”), by and between the Company and the Trustee. Capitalized terms used but not defined in this Amendment Agreement have the meanings assigned to such terms in the Trust Agreement.
Private and Confidential Shmuel Chafets Heiko Dimmerling Yaron Valler Gerhard Cromme Sigal Regev Rosenberg Lars Hinrichs Michael Abbott May 31, 2024Underwriting Agreement • May 31st, 2024 • Target Global Acquisition I Corp. • Blank checks
Reference is made to the (i) Underwriting Agreement, dated December 8, 2021 (the “Underwriting Agreement”), by and among the Company, UBS Securities LLC and BofA Securities, Inc., as the underwriters and (i) Insider Letter, dated as of December 8, 2021 (the “Insider Letter”), by and among the Company, Target Global Sponsor LTD. (the “Sponsor”), and certain insiders of the Company who are signatories hereto (“Insider,” and collectively, the “Insiders”). Capitalized terms not defined in this letter (the “Letter”) are defined in the Underwriting Agreement (unless otherwise noted).
FORM OF NON-REDEMPTION AGREEMENT AND ASSIGNMENT OF ECONOMIC INTERESTNon-Redemption Agreement and Assignment of Economic Interest • June 25th, 2024 • Target Global Acquisition I Corp. • Blank checks • New York
This Non-Redemption Agreement and Assignment of Economic Interest (this “Agreement”) is entered as of , 2024 by and among Target Global Acquisition I Corp. (“TGAA”), CIIG III Management LLC (the “Sponsor”) and the undersigned investor (“Investor”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 1st, 2021 • Target Global Acquisition I Corp. • Delaware
This Securities Purchase Agreement (this “Agreement”), effective as of February 4, 2021, is made and entered into by and between Target Global Acquisition I Corp., a Cayman Islands exempted company (the “Company”), and Target Global Holding Ltd., a private limited company organized under the laws of the Republic of Cyprus (the “Buyer”).
SECURITIES ASSIGNMENT AGREEMENTSecurities Assignment Agreement • May 31st, 2024 • Target Global Acquisition I Corp. • Blank checks
This Securities Assignment Agreement (this “Agreement”), dated as of May 31, 2024 is made and entered into by and among Target Global Sponsor Ltd. (“Sponsor”) and CIIG Management III LLC (the “Purchaser”).
