REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 25th, 2021 • Worldwide Webb Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 19, 2021, is made and entered into by and among Worldwide Webb Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Worldwide Webb Acquisition Sponsor, LLC, a Cayman Islands limited liability company (the “Sponsor” and any other parties listed on the signature pages hereto, 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, the “Holders” and, each, a “Holder”).
WORLDWIDE WEBB ACQUISITION CORP. Orem, UT 84097Securities Subscription Agreement • September 27th, 2021 • Worldwide Webb Acquisition Corp. • Blank checks • New York
Worldwide Webb Acquisition Corp., a Cayman Islands exempted company (the “Company”), is pleased to accept the offer Worldwide Webb Acquisition Sponsor, LLC, a Cayman Islands limited liability company (the “Subscriber” or “you”), has made to subscribe for 8,625,000 of the Company’s Class B ordinary shares (the “Shares”), US$0.0001 par value per share (the “Class B Shares”), up to 1,125,000 of which are subject to forfeiture by you if the underwriters of the Company’s initial public offering of its securities (“IPO”), if any, do not fully exercise their over-allotment option (the “Over-allotment Option”). For the purposes of this agreement (this “Agreement”), references to “Ordinary Shares” are to, collectively, the Class B Shares and the Company’s Class A ordinary shares, US$0.0001 par value per share (the “Class A Shares”). Upon certain terms and conditions, the Class B Shares will automatically convert into Class A Shares on a one-for-one basis, subject to adjustment. Unless the conte
INDEMNITY AGREEMENTIndemnification Agreement • October 25th, 2021 • Worldwide Webb Acquisition Corp. • Blank checks • Delaware
NOW, THEREFORE, in consideration of the premises and the covenants contained herein and subject to the provisions of the letter agreement dated as of October 19, 2021 between the Company, Indemnitee and other parties thereto pursuant to the Underwriting Agreement between the Company and the representative of the Underwriters named therein in connection with the Company’s initial public offering, the Company and Indemnitee do hereby covenant and agree as follows:
WARRANT AGREEMENT WORLDWIDE WEBB ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated October 19, 2021Warrant Agreement • October 25th, 2021 • Worldwide Webb Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated October 19, 2021, is by and between Worldwide Webb Acquisition 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”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • September 27th, 2021 • Worldwide Webb Acquisition Corp. • Blank checks • New York
Pursuant to Section 1(k) of the Investment Management Trust Agreement between Worldwide Webb Acquisition Corp., a Cayman Islands exempted company (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [●], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders on behalf of the Company $ of the principal and interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement.
Worldwide Webb Acquisition Corp. Orem, UT 84097Underwriting Agreement • October 25th, 2021 • Worldwide Webb 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 or proposed to be entered into by and between Worldwide Webb Acquisition Corp., a Cayman Islands exempted company (the “Company”), and BofA Securities, Inc. and J.P. Morgan Securities LLC, as the representatives of the several underwriters named therein (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of 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 Class A ordinary share of the Company, par value $0.0001 per share (each, an “Ordinary Share”), and one-half 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 shall be sold in the Pu
SUBSCRIPTION AGREEMENTSubscription Agreement • November 6th, 2023 • Worldwide Webb Acquisition Corp. • Services-management consulting services
This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into on November 5, 2023, by and between Worldwide Webb Acquisition Corp., a Cayman Islands exempted company (the “Company”) and the undersigned subscriber (“Subscriber”).
SPONSOR WARRANTS PURCHASE AGREEMENTSponsor Warrants Purchase Agreement • October 25th, 2021 • Worldwide Webb Acquisition Corp. • Blank checks • New York
THIS SPONSOR WARRANTS PURCHASE AGREEMENT, dated as of October 19, 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between Worldwide Webb Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Worldwide Webb Acquisition Sponsor, LLC, a Cayman Islands limited liability company (the “Purchaser”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • October 25th, 2021 • Worldwide Webb Acquisition Corp. • Blank checks • New York
Pursuant to Section 1(k) of the Investment Management Trust Agreement between Worldwide Webb Acquisition Corp., a Cayman Islands exempted company (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of October 19, 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders on behalf of the Company $ of the principal and interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement.
WORLDWIDE WEBB ACQUISITION CORP. (a Cayman Islands exempted company) 20,000,000 Units UNDERWRITING AGREEMENTUnderwriting Agreement • October 25th, 2021 • Worldwide Webb Acquisition Corp. • Blank checks • New York
SUBSCRIPTION AGREEMENTSubscription Agreement • June 6th, 2023 • Worldwide Webb Acquisition Corp. • Services-management consulting services
This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into on [●], 2023, by and between Worldwide Webb Acquisition Corp., a Cayman Islands exempted company (the “Issuer”), and the undersigned subscriber (the “Investor”).
BOARD OF DIRECTORS AGREEMENTBoard of Directors Agreement • May 3rd, 2024 • Aeries Technology, Inc. • Services-management consulting services • New York
This AGREEMENT (the “Agreement”), dated on November 6, 2023 (the “Effective Date”), is by and between Aeries Technology, Inc. (the “Company”, and together with its subsidiaries and affiliates, the “Company Group”), and Ramesh Venkataraman, (the “Director”) (together, “the “Parties” and each a “Party”).
EMPLOYMENT AGREEMENTEmployment Agreement • November 30th, 2023 • Aeries Technology, Inc. • Services-management consulting services
This EMPLOYMENT AGREEMENT (the “Agreement”), dated as of November 6, 2023 (the “Effective Date”), is by and between Aark Singapore Pte. Ltd., a Singapore private company limited by shares with company registration number 200602001D (the “Company”, and together with its subsidiaries and affiliates, the “Company Group”), and Sudhir Appukuttan Panikassery (the “Executive”) (together, the “Parties” and each a “Party”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • November 13th, 2023 • Aeries Technology, Inc. • Services-management consulting services
This Indemnification Agreement (this “Agreement”) dated the [●] day of [●], 202[●], by and between Aeries Technology, Inc., a Cayman Islands exempted company limited by shares (the “Company”), and [●], an individual (“Indemnitee”).
Date: November 2, 2023 To: Worldwide Webb Acquisition Corp., a Cayman Islands exempted company (“Worldwide Webb” or “WWAC”). Address: 770 E Technology Way F13-16 Orem, UT 84097 From: (i) [], (ii) [ ] and (iii) [ ] (collectively as “Seller”) Re: OTC...Otc Equity Prepaid Forward Transaction • November 3rd, 2023 • Worldwide Webb Acquisition Corp. • Services-management consulting services
This Confirmation, together with the Pricing Date Notices, evidences a complete binding agreement between Seller and Counterparty as to the subject matter and terms of the Transaction to which this Confirmation relates and shall supersede all prior or contemporaneous written or oral communications with respect thereto.
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENTEmployment Agreement • September 27th, 2024 • Aeries Technology, Inc. • Services-management consulting services
Amendment No. 1 to Employment Agreement, dated as of June 12, 2024 (the “Amendment”), between Aeries Technology Solutions, Inc., a North Carolina corporation (the “Company”) and Unnikrishnan Balakrishnan Nambiar (the “Executive” and together with the Company, the “Parties,” and each, a “Party”).
INVESTMENT AGREEMENTInvestment Agreement • September 27th, 2021 • Worldwide Webb Acquisition Corp. • Blank checks • New York
THIS INVESTMENT AGREEMENT (this “Agreement”), dated as of [●], 2021, is by and among (i) Worldwide Webb Acquisition Corp., a Cayman Islands exempted company (the “SPAC”), (ii) Worldwide Webb Acquisition Sponsor, LLC, a Cayman Islands limited liability company (the “Sponsor”), and (iii) [●] (“Investor”).
EXCHANGE AGREEMENTExchange Agreement • November 13th, 2023 • Aeries Technology, Inc. • Services-management consulting services • New York
This EXCHANGE AGREEMENT (this “Agreement”), dated as of November 6, 2023, by and among Aeries Technology, Inc., a Cayman Islands exempted company limited by shares (the “Corporation”), Aeries Technology Group Business Accelerators Private Limited, an Indian private company limited by shares, with company registration number U74999MH2014PTC257474 (together with any successor thereto, “Aeries”), the undersigned Shareholders (as defined below) and Shareholders’ Qualified Transferees (as defined below) as such Qualified Transferees may become holders of Sub Shares (as defined below).
AMENDMENT TO INVESTMENT AGREEMENTInvestment Agreement • April 12th, 2023 • Worldwide Webb Acquisition Corp. • Blank checks
THIS AMENDMENT TO INVESTMENT AGREEMENT (this “Amendment”) is made and entered into as of [•], 2023, and shall be effective as of the Closing (defined below), by and among (i) Worldwide Webb Acquisition Corp., a Cayman Islands exempted company (the “SPAC”), (ii) Worldwide Webb Acquisition Sponsor, LLC, a Cayman Islands limited liability company (the “Sponsor”), and (iii) [•] (“Investor”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to such terms in the Investment Agreement (as defined below) (and if such term is not defined in the Investment Agreement, then in the BCA (as defined below)).
AMENDMENT NO. 2 TO INVESTMENT AGREEMENTInvestment Agreement • October 30th, 2023 • Worldwide Webb Acquisition Corp. • Services-management consulting services
THIS AMENDMENT NO. 2 TO INVESTMENT AGREEMENT (this “Amendment”) is made and entered into as of October [•], 2023, and shall be effective as of the closing of the transactions contemplated by the BCA (as defined below) (the “Closing”) by and among (i) Worldwide Webb Acquisition Corp., a Cayman Islands exempted company (the “SPAC”), (ii) Worldwide Webb Acquisition Sponsor, LLC, a Cayman Islands limited liability company (the “Sponsor”), and (iii) [•] (“Investor”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to such terms in the Investment Agreement (as defined below).
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENTEmployment Agreement • September 27th, 2024 • Aeries Technology, Inc. • Services-management consulting services
Amendment No. 1 to Employment Agreement, dated as of June 12, 2024 (the “Amendment”), between Aeries Technology Solutions, Inc., a North Carolina corporation (the “Company”) and Rajeev Gopala Krishna Nair (the “Executive” and together with the Company, the “Parties,” and each, a “Party”).
Employment Contract AERIES TECHNOLOGY MIDDLE EAST LTD (the “Company”) and SUDHIR APPUKUTTAN PANIKASSERY (the “Employee”) Date 13 June 2024Employment Contract • September 27th, 2024 • Aeries Technology, Inc. • Services-management consulting services • Abu Dhabi
AMENDMENT NO. 2 TO LETTER AGREEMENTLetter Agreement • October 30th, 2023 • Worldwide Webb Acquisition Corp. • Services-management consulting services
THIS AMENDMENT NO. 2 TO LETTER AGREEMENT (this “Amendment”) is made and entered into as of October 26, 2023, and shall be effective as of the closing of the transactions contemplated by the BCA (as defined below) (the “Closing”), by and among (i) Worldwide Webb Acquisition Corp., a Cayman Islands exempted company (the “Company”), (ii) Worldwide Webb Acquisition Sponsor, LLC, a Cayman Islands limited liability company (the “Sponsor”), and (iii) the other undersigned persons (each such other undersigned person, an “Insider” and collectively, the “Insiders”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to such terms in the Letter Agreement (as defined below).
BOARD OF DIRECTORS AGREEMENTBoard of Directors Agreement • May 3rd, 2024 • Aeries Technology, Inc. • Services-management consulting services • New York
This AGREEMENT (the “Agreement”), dated on November 6, 2023 (the “Effective Date”), is by and between Aeries Technology, Inc. (the “Company”, and together with its subsidiaries and affiliates, the “Company Group”), and Venu Raman Kumar, (the “Director”) (together, “the “Parties” and each a “Party”).
ContractConsultancy Services Agreement • August 10th, 2023 • Worldwide Webb Acquisition Corp. • Services-management consulting services • Maharashtra
MAHARASHTRA 2019 VL 054445 This stamp paper forms an integral part of the Consultancy Service Agreement dated 1st April, 2020 between Pulse Secure Technologies (India) Pvt. Lt. and Mr. Sudhir Appukuttan Panikassery
Worldwide Webb Acquisition Corp. 770 E Technology Way F13-16 Orem, UT 84097Administrative Services Agreement • October 25th, 2021 • Worldwide Webb Acquisition Corp. • Blank checks • New York
This Administrative Services Agreement (this “Agreement”) by and between Worldwide Webb Acquisition Corp. (the “Company”), and Worldwide Webb Acquisition Sponsor, LLC (the “Provider”), dated as of the date hereof, will confirm our agreement that, commencing on the date the securities of the Company are first listed on Nasdaq Global Market (the “Nasdaq”) (the “Listing Date”) 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 on Form S-1 (File No. 333-259801) filed with the Securities and Exchange Commission) (such earlier date hereinafter referred to as the “Termination Date”), the Provider shall make available to the Company, at 770 E Technology Way F13-16, Orem, UT 84097 (or any successor location or other existing office locations of the Provider or any of its affiliates), certain office space, utilities, secretarial, administrative and support se
AMENDMENT NO. 1 TO INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • October 18th, 2023 • Worldwide Webb Acquisition Corp. • Services-management consulting services • New York
THIS AMENDMENT NO. 1 TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT (this “Amendment”) is made as of October 16, 2023, by and between Worldwide Webb Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). Capitalized terms contained in this Amendment, but not specifically defined in this Amendment, shall have the meanings ascribed to such terms in the Original Agreement (as defined below).
Consultancy Services AgreementConsultancy Services Agreement • August 10th, 2023 • Worldwide Webb Acquisition Corp. • Services-management consulting services • Maharashtra
This Agreement for Services is entered into this 1st day of April, 2020 by and between ATG Business Solutions Private Limited, a Company incorporated under the Companies Act, 2013 and having its registered office at 5th Floor, Paville House, Twin Tower Lane, Prabhadevi, Mumbai-400025, Maharashtra, (hereinafter referred to as “ATGBS/the Company”).
VOTING AND NON-REDEMPTION AGREEMENTVoting and Non-Redemption Agreement • October 10th, 2023 • Worldwide Webb Acquisition Corp. • Services-management consulting services • Delaware
This VOTING AND NON-REDEMPTION AGREEMENT (this “Agreement”) is entered into as of October , 2023 by and among Worldwide Webb Acquisition Corp., a Cayman Islands exempted company (“SPAC”), Worldwide Webb Acquisition Sponsor, LLC, a Cayman Islands limited liability company (the “Sponsor”), and the undersigned entities listed on Exhibit A (collectively, “Shareholder”). SPAC, Sponsor and Shareholder are collectively referred to herein as the “Parties” and individually as a “Party.”
RESTRICTED SHARES AWARD AGREEMENT UNDER THE AERIES TECHNOLOGY, INC. 2023 Equity INCENTIVE PLANRestricted Shares Award Agreement • September 27th, 2024 • Aeries Technology, Inc. • Services-management consulting services • Delaware
Pursuant to the Aeries Technology, Inc. 2023 Equity Incentive Plan as amended through the date hereof (the “Plan”), Aeries Technology, Inc. (the “Company”) hereby grants a Restricted Shares Award (an “Award”) to the Grantee named above. Upon acceptance of this Award, the Grantee shall receive the number of Class A ordinary shares, par value $0.0001 per share (the “Restricted Shares”), of the Company specified above, subject to the restrictions and conditions set forth herein and in the Plan.
Amendment No. 3 to Business Combination AgreementBusiness Combination Agreement • October 30th, 2023 • Worldwide Webb Acquisition Corp. • Services-management consulting services • New York
Worldwide Webb Acquisition Corp., a Cayman Islands exempted company limited by shares (“Parent”), WWAC Amalgamation Sub Pte. Ltd., a Singapore private company limited by shares, with company registration number 202300520W (“Amalgamation Sub”), and Aark Singapore Pte. Ltd., a Singapore private company limited by shares, with company registration number 200602001D (“AARK”, together with Parent and Amalgamation Sub, collectively, the “Parties” and individually a “Party”), desire to amend that certain Business Combination Agreement, dated as of March 11, 2023, by and among the Parties (as amended, the “Business Combination Agreement”). Capitalized terms used but not defined herein have the meanings set forth in the Business Combination Agreement.
SHARE PURCHASE AGREEMENTShare Purchase Agreement • August 10th, 2023 • Worldwide Webb Acquisition Corp. • Services-management consulting services
AERIES TECHNOLOGY GROUP PRIVATE LIMITED, a company incorporated and registered under the provisions of the Companies Act, 1956 having its registered office at 5th Floor, Paville House, Off Veer Savarkar Marg, Prabhadevi, Mumbai, Maharashtra, India 400025, represented by its Authorised Representative, Mr. Yogi Sadana, (hereinafter referred to as “First Transferor”) (which expression shall, unless it be repugnant to the context or meaning thereof, be deemed to mean and include its successors in title and assigns) of the FIRST PART.
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • September 27th, 2024 • Aeries Technology, Inc. • Services-management consulting services
This Amendment to Employment Agreement, dated as of June 18, 2024 (the “Amendment”), is by and between ATG Business Solutions Private Limited (the “Company”) and Narayan Shetkar (the “Executive” and together with the Company, the “Parties,” and each, a “Party”).
FORM OF EXCHANGE AGREEMENTExchange Agreement • March 13th, 2023 • Worldwide Webb Acquisition Corp. • Blank checks • New York
This EXCHANGE AGREEMENT (this “Agreement”), dated as of [•], 2023, by and among Aeries Technology, Inc., a Cayman Islands exempted company limited by shares (the “Corporation”), Aeries Technology Group Business Accelerators Private Limited, an Indian private company limited by shares, with company registration number U74999MH2014PTC257474 (together with any successor thereto, “Aeries”), Aark Singapore Pte. Ltd., a Singapore private company limited by shares, with company registration number 200602001D (“AARK”), the shareholders listed on the signature page hereto (each a “Shareholder” and together, the “Shareholders”), and Shareholder’s Qualified Transferees (as defined below) as such Qualified Transferees may become holders of Sub Shares (as defined below).
RESTRICTED SHARE UNIT AWARD AGREEMENT UNDER THE AERIES TECHNOLOGY, INC. 2023 Equity INCENTIVE PLANRestricted Share Unit Award Agreement • September 27th, 2024 • Aeries Technology, Inc. • Services-management consulting services • Delaware
Pursuant to the Aeries Technology, Inc. 2023 Equity Incentive Plan, as amended through the date hereof (the “Plan”) and subject to the Company’s filing of a Form S-8 Registration Statement (the “Form S-8”) with the U.S. Securities and Exchange Commission (the “SEC”), Aeries Technology, Inc. (the “Company”) hereby grants an award of the number of Restricted Share Units listed above (an “Award”) to the Grantee named above. Each Restricted Share Unit shall relate to one Class A ordinary share, par value $0.0001 per share (the “Shares”), of the Company.
