INDEMNITY AGREEMENTIndemnity Agreement • November 5th, 2021 • Fortune Rise Acquisition Corp • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of November 2, 2021, by and between Fortune Rise Acquisition Corporation, a Delaware corporation (the “Company”), and [●] (“Indemnitee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 5th, 2021 • Fortune Rise Acquisition Corp • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of November 2, 2021, is made and entered into by and among Fortune Rise Acquisition Corporation, a Delaware corporation (the “Company”), Fortune Rise Sponsor LLC, a Delaware limited liability company (the “Sponsor”), Lei Huang, Yuanmei Ma, Lei Xu, David Xianglin Li, Norman C. Kristoff, Michael Davidov and Christy Szeto (together with the Sponsor, the “Founders”), US Tiger Securities, Inc. (“US Tiger”), and EF Hutton Group, division of Benchmark Investments, LLC (“EF Hutton” together with the Sponsor, Founders, US Tiger 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”).
8,500,000 Units Fortune Rise Acquisition Corporation UNDERWRITING AGREEMENTUnderwriting Agreement • November 5th, 2021 • Fortune Rise Acquisition Corp • Blank checks • New York
The undersigned, Fortune Rise Acquisition Corporation, a newly formed bank check company formed as a Delaware corporation (the “Company”), hereby confirms its agreement with US Tiger Securities, Inc (“US Tiger”). and EF Hutton, division of Benchmark Investments, LLC (“EF Hutton”, together with US Tiger, hereinafter referred to as “you”, or the “Representatives”) and with the other underwriters named on Schedule A hereto for which you are acting as representatives (the Representatives and the other Underwriters being collectively referred to herein as the “Underwriters” or, individually, an “Underwriter”), as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 26th, 2021 • Fortune Rise Acquisition Corp • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2021, is made and entered into by and among Fortune Rise Acquisition Corporation, a Delaware corporation (the “Company”), Fortune Rise Sponsor LLC, a Delaware limited liability company (the “Sponsor”), Lei Huang, Yuanmei Ma, Lei Xu, David Xianglin Li, Norman C. Kristoff, Michael Davidov and Christy Szeto (together with the Sponsor, the “Founders”) and the undersigned parties listed 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 5.2 of this Agreement, a “Holder” and collectively the “Holders”).
FORM OF INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • November 5th, 2021 • Fortune Rise Acquisition Corp • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of November 2, 2021, by and between Fortune Rise Acquisition Corporation, a Delaware corporation (the “Company”), and Wilmington Trust, National Association, a national banking association (the “Trustee”).
FORTUNE RISE ACQUISITION CORPORATION Metuchen, NJ 08840Fortune Rise Acquisition Corp • May 26th, 2021 • Blank checks • New York
We are pleased to accept the offer you (the “Subscriber”) have made to purchase 2,443,750 shares (the “Shares”) of common stock, par value $0.0001 per share (the “Common Stock”) in ourselves, Fortune Rise Acquisition Corporation, a Delaware corporation (the “Company”), among which, up to 318,750 shares of Common Stock are subject to forfeiture pending the exercise of the over-allotment option granted to the underwriter in connection with the initial public offering of the Company. The terms on which the Company is willing to sell the Shares to the Subscriber pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and the Company and the Subscriber’s agreements regarding such Shares, are as follows:
Fortune Rise Acquisition Corporation Metuchen, New Jersey 08840Letter Agreement • November 5th, 2021 • Fortune Rise Acquisition 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 Fortune Rise Acquisition Corporation, a Delaware corporation (the “Company”), US Tiger Securities, Inc. (“US Tiger”) and EF Hutton Group, division of Benchmark Investments, LLC (“EF Hutton”), as the underwriters (each, an “Underwriter” and collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 8,500,000 of the Company’s units (including up to 1,275,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one share of the Company’s Class A common stock, par value $0.0001 per share (the “Class A Common Stock”), and one-half of one redeemable warrant. Each Warrant (each, a “Warrant”) entitles the holder thereof to purchase one share of Class A Common Stock at a price of $11.50 per share, subject to adjustment. No
INDEMNITY AGREEMENTIndemnity Agreement • November 20th, 2023 • Fortune Rise Acquisition Corp • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of November 13, 2023, by, between, and among Fortune Rise Acquisition Corporation, a Delaware corporation (the “Company”), Fortune Rise Sponsor LLC, a Delaware limited liability company (the “Sponsor”), and its sole member, Water On Demand, Inc., a Nevada corporation (“WODI”), and [●] (“Indemnitee”).
WARRANT AGREEMENT between FORTUNE RISE ACQUISITION CORPORATION and VSTOCK TRANSFER, LLCWarrant Agreement • November 5th, 2021 • Fortune Rise Acquisition Corp • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of November 2, 2021, is by and between Fortune Rise Acquisition Corporation, a Delaware corporation (the “Company”), and VStock Transfer, LLC, a California limited liability company, as warrant agent (the “Warrant Agent,” also referred to herein as the “Transfer Agent”).
Fortune Rise Acquisition Corporation Metuchen, New Jersey 08840Letter Agreement • June 25th, 2021 • Fortune Rise Acquisition 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 Fortune Rise Acquisition Corporation, a Delaware corporation (the “Company”), US Tiger Securities, Inc. (“US Tiger”) and EF Hutton Group, division of Benchmark Investments, LLC (“EF Hutton”), as the underwriters (each, an “Underwriter” and collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 8,500,000 of the Company’s units (including up to 1,275,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one share of the Company’s Class A common stock, par value $0.0001 per share (the “Class A Common Stock”), and one-half of one redeemable warrant. Each Warrant (each, a “Warrant”) entitles the holder thereof to purchase one share of Class A Common Stock at a price of $11.50 per share, subject to adjustment. No
PRIVATE PLACEMENT SHARES PURCHASE AGREEMENTPrivate Placement Shares Purchase Agreement • November 5th, 2021 • Fortune Rise Acquisition Corp • Blank checks • Delaware
THIS PRIVATE PLACEMENT SHARES PURCHASE AGREEMENT, dated as of November 2, 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between Fortune Rise Acquisition Corporation, a Delaware corporation (the “Company”), and Fortune Rise Sponsor LLC, a Delaware limited liability company (the “Sponsor”).
SECURITIES TRANSFER AGREEMENTSecurities Transfer Agreement • November 5th, 2021 • Fortune Rise Acquisition Corp • Blank checks
This Securities Transfer Agreement is dated as of November 2, 2021 (this “Agreement”), by and among Fortune Rise Sponsor LLC, a Delaware limited liability company (the “Seller”), and the parties identified on the signature page hereto (each a “Buyer” and collectively, the “Buyers”).
PRIVATE PLACEMENT SHARES PURCHASE AGREEMENTPrivate Placement Shares Purchase Agreement • November 5th, 2021 • Fortune Rise Acquisition Corp • Blank checks • Delaware
THIS PRIVATE PLACEMENT SHARES PURCHASE AGREEMENT, dated as of November 2, 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and among Fortune Rise Acquisition Corporation, a Delaware corporation (the “Company”), US Tiger Securities, Inc. (“US Tiger”) and EF Hutton Group, division of Benchmark Investments, LLC (the “EF Hutton”, collectively with US Tiger, the “Investors”).
Termination Agreement Date: July 19, 2022Termination Agreement • July 20th, 2022 • Fortune Rise Acquisition Corp • Finance services
Pursuant to Section 11.01(a) of a certain Agreement and Plan of Merger dated April 26, 2022, by and among Fortune Rise Acquisition Corporation, Sigma Merger Sub Inc., Gamma Merger Sub Inc., VCV Power Sigma, Inc., VCV Power Gamma, Inc., and Yuan (Jerry) Tang. (the “Merger Agreement” ), the Parent and the Companies mutually agree to terminate the Merger Agreement and the transaction contemplated thereby may be abandoned, effective immediately. Except as otherwise set forth in the Merger Agreement, this agreement shall have the effect of termination as set forth in Section 11.02 of the Merger Agreement.
AGREEMENT AND PLAN OF MERGER by and amongAgreement and Plan of Merger • May 2nd, 2022 • Fortune Rise Acquisition Corp • Blank checks • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of April 26, 2022 (the “date hereof”), is made by and among Fortune Rise Acquisition Corporation, a Delaware corporation (“Parent”), Sigma Merger Sub Inc., a Delaware corporation and direct, wholly owned subsidiary of Parent (“Sigma Merger Sub”), Gamma Merger Sub Inc., a Delaware corporation and direct, wholly owned subsidiary of Parent (“Gamma Merger Sub” and, together with Sigma Merger Sub, “Merger Subs” and each, a “Merger Sub”), VCV Power Sigma, Inc., a Delaware corporation (“Sigma”), and VCV Power Gamma, Inc., a Delaware corporation (“Gamma” and, together with Sigma, the “Companies” and each individually, a “Company”), and Jerry Tang (defined in Section 13.01), solely (i) in his capacity as the representative for stockholders of both Companies pursuant to Section 12.01 (the “Stockholder Representative”) and (ii) for the limited purposes set forth in Section 5.13. Parent, each of Merger Subs, each of the Companies and J
AMENDMENT NO. 1 TO THE INVESTMENT MANAGEMENT TRUST AGREEMENTFortune Rise Acquisition Corp • October 27th, 2023 • Blank checks
This Amendment No. 1 (this “Amendment”), dated as of October 25, 2023, to the Investment Management Trust Agreement (as defined below) is made by and between Fortune Rise Acquisition Corporation (the “Company”) and Wilmington Trust, National Association, a national banking association, as trustee (“Trustee”). All terms used but not defined herein shall have the meanings assigned to them in the Trust Agreement.
BUSINESS COMBINATION AGREEMENTBusiness Combination Agreement • October 24th, 2023 • Fortune Rise Acquisition Corp • Blank checks • Delaware
This BUSINESS COMBINATION AGREEMENT (this “Agreement”) is entered into as of October 24, 2023, by, between, and among Water on Demand, Inc., a Texas corporation (the “Company”), Fortune Rise Acquisition Corporation, a Delaware corporation (“FRLA”), and FRLA Merger Sub, Inc., a Delaware corporation and a wholly owned Subsidiary of FRLA (“Merger Sub”). FRLA, the Company, and the Merger Sub may be referred to herein as “Parties.” Capitalized terms used herein (including in the immediately preceding sentence) and not otherwise defined herein shall have the meanings set forth in Section 1.1 hereof.
CONSULTING AGREEMENTConsulting Agreement • July 19th, 2023 • Fortune Rise Acquisition Corp • Blank checks • Florida
This CONSULTING AGREEMENT (“Agreement”) is effective as of July 14, 2023 (the “Effective Date”) between Fortune Rise Acquisition Corp. (“SPAC”, or “Company”) and AllFor LLC, Richard Brand, Originator (“Consultant”).
AMENDMENT NO. 1 TO THE BUSINESS COMBINATION AGREEMENTBusiness Combination Agreement • February 7th, 2024 • Fortune Rise Acquisition Corp • Blank checks • Delaware
This AMENDMENT NO. 1 (this “Amendment”), dated as of February 6, 2024, to the Business Combination Agreement, dated as of October 24, 2023 (the “Business Combination Agreement”), is by and between Fortune Rise Acquisition Corporation, a Delaware corporation (together with its successors, “FRLA”) and Water on Demand, Inc., a Texas corporation (the “Company”). FRLA and the Company are sometimes referred to herein individually as a “Party” and, collectively, as the “Parties.” Capitalized terms not otherwise defined in this Amendment have the meanings given such terms in the Business Combination Agreement.
CONSULTING AGREEMENTConsulting Agreement • December 22nd, 2023 • Fortune Rise Acquisition Corp • Blank checks • Florida
This CONSULTING AGREEMENT (“Agreement”) is effective as of December 22, 2023 (the “Effective Date”) between Fortune Rise Acquisition Corp. (“SPAC”, or “Company”) and Dream Builder Group -- Ryan Spick, Principal (“Consultant”).
SPONSOR LETTER AGREEMENTSponsor Letter Agreement • October 24th, 2023 • Fortune Rise Acquisition Corp • Blank checks
This SPONSOR LETTER AGREEMENT (this “Agreement”), dated as of October 24, 2023, is made by and among Fortune Rise Sponsor LLC, a Delaware limited liability company (the “Sponsor”), Fortune Rise Acquisition Corporation, a Delaware corporation (“FRLA”), and Water on Demand, Inc., a Texas corporation (the “Company”). The Sponsor, FRLA and the Company shall be referred to herein from time to time collectively as the “Parties” and individually as a “Party”. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Business Combination Agreement (as defined below).
Fortune Rise Acquisition Corporation Metuchen, New Jersey 08840Letter Agreement • May 26th, 2021 • Fortune Rise Acquisition 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 Fortune Rise Acquisition Corporation, a Delaware corporation (the “Company”), US Tiger Securities, Inc., as the underwriters (each, an “Underwriter” and collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 8,500,000 of the Company’s units (including up to 1,275,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one share of the Company’s Class A common stock, par value $0.0001 per share (the “Class A Common Stock”), and one-half of one redeemable warrant. Each Warrant (each, a “Warrant”) entitles the holder thereof to purchase one share of Class A Common Stock at a price of $11.50 per share, subject to adjustment. No fractional warrants will be issued upon separation of the units and only whole warrant
VOTING AGREEMENTVoting Agreement • May 2nd, 2022 • Fortune Rise Acquisition Corp • Blank checks • New York
This Voting Agreement (this “Agreement”) is made as of April 26, 2022, by and among (i) Fortune Rise Acquisition Corporation, a Delaware corporation (the “Parent”), (ii) VCV Power Sigma, Inc., a Delaware corporation (“Sigma”), (iii) VCV Power Gamma, Inc., a Delaware corporation (“Gamma” and, together with Sigma, the “Companies” and each individually, a “Company”) and (iii) the undersigned stockholders (the “Holders”) of the Companies. Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Merger Agreement, as hereinafter defined.
VOTING AGREEMENTVoting Agreement • May 2nd, 2022 • Fortune Rise Acquisition Corp • Blank checks • New York
This Voting Agreement (this “Agreement”) is made as of April 26, 2022, by and among (i) Fortune Rise Acquisition Corporation, a Delaware corporation (the “Parent”), (ii) VCV Power Sigma, Inc., a Delaware corporation (“Sigma”), (iii) VCV Power Gamma, Inc., a Delaware corporation (“Gamma” and, together with Sigma, the “Companies” and each individually, a “Company”) and (iii) the undersigned stockholders (the “Holders”) of the Parent. Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Merger Agreement, as hereinafter defined.
