INDEMNIFICATION AGREEMENTIndemnification Agreement • July 3rd, 2023 • Surf Air Mobility Inc. • Air transportation, nonscheduled • Delaware
This Indemnification Agreement (“Agreement”) is effective as of [_____], 2023 by and between Surf Air Mobility Inc., a Delaware corporation (the “Company”), and [______] (“Indemnitee”).
EARLYBIRDCAPITAL, INC. New York, New York 10017 July 11, 2019Advisory Agreement • October 24th, 2022 • Surf Air Mobility Inc. • New York
This is to confirm our agreement whereby Tuscan Holdings Corp. II, a Delaware corporation (“Company”), has requested EarlyBirdCapital, Inc. (the “Advisor”) to assist it in connection with the Company merging with, acquiring, engaging in a share exchange, recapitalization or reorganization, purchasing all or substantially all of the assets of, entering into contractual arrangements, or engaging in any other similar business combination (in each case, a “Business Combination”) with one or more businesses or entities (each a “Target”) as described in the Company’s Registration Statement on Form S-1 (File No. 333-232205) filed with the Securities and Exchange Commission (collectively, the “Registration Statement”) in connection with its initial public offering (“IPO”).
REGISTRATION RIGHTS AGREEMENT August 26, 2020Registration Rights Agreement • April 14th, 2023 • Surf Air Mobility Inc. • Air transportation, nonscheduled
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), is made and entered into as of the date first above written, by and among SURF AIR GLOBAL LTD., a company limited by shares formed under the laws of the British Virgin Islands and having BVI Co. No. 1915770 and a principal place of business at 12111 Crenshaw Boulevard, Hawthorne, California, 90250 (the “Company”), GEM GLOBAL YIELD LLC SCS, a “société en commandite simple” formed under the laws of Luxembourg having LEI No. 213800CXBEHFXVLBZO92 having an address at 412F, Route d’Esch, L-2086 Luxembourg (“Purchaser”); and GEM YIELD BAHAMAS LIMITED, a limited company formed under the laws of the Commonwealth of the Bahamas and having an address at 3 Bayside Executive Park, West Bay Street & Blake Road, P.O. Box N-4875, Nassau, The Bahamas (“GYBL,” and together with Purchaser, the “Parties”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement.
EXECUTION VERSION AMENDED AND RESTATED SHARE PURCHASE AGREEMENT dated as of May 17, 2022 by and among SURF AIR GLOBAL LTD. GEM GLOBAL YIELD LLC SCS and GEM YIELD BAHAMAS LIMITEDShare Purchase Agreement • November 16th, 2022 • Surf Air Mobility Inc. • Air transportation, nonscheduled • New York
This AMENDED AND RESTATED SHARE PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of the date first above written by and among SURF AIR GLOBAL LTD., a company limited by shares formed under the laws of the British Virgin Islands and having BVI Co. No. 1915770 and a principal place of business at 12111 Crenshaw Boulevard, Hawthorne, California, 90250 (the “Company”), on the one hand, and GEM GLOBAL YIELD LLC SCS, a “société en commandite simple” formed under the laws of Luxembourg having LEI No. 213800CXBEHFXVLBZO92 having an address at 412F, Route d’Esch, L-2086 Luxembourg (“Purchaser”) and GEM YIELD BAHAMAS LIMITED, a limited company formed under the laws of the Commonwealth of the Bahamas and having an address at 3 Bayside Executive Park, West Bay Street & Blake Road, P.O. Box N-4875, Nassau, The Bahamas (“GYBL,” and together with the Company and Purchaser, the “Parties”), on the other hand.
RECITALSEmployment Agreement • May 20th, 2024 • Surf Air Mobility Inc. • Air transportation, nonscheduled • California
MUTUAL TERMINATION AND RELEASE AGREEMENTMutual Termination and Release Agreement • June 5th, 2023 • Surf Air Mobility Inc. • Air transportation, nonscheduled • Delaware
THIS MUTUAL TERMINATION AND RELEASE AGREEMENT (the “Termination Agreement”) is made and entered into effective as of November 14, 2022 (the “Effective Date”) by and among Tuscan Holdings Corp. II, a Delaware corporation (“Tuscan”), and Tuscan Holdings Acquisition II LLC, a limited liability company organized under the laws of Delaware (“Sponsor”), Surf Air Global Limited, a BVI business company formed under the laws of the British Virgin Islands (“Surf Air”), and Surf Air Mobility Inc., a Delaware corporation and wholly-owned subsidiary of Surf Air (“SAM”).
DATA LICENSE AGREEMENT Between TEXTRON AVIATION INC. TEXTRON INNOVATIONS INC. And SURF AIR MOBILITY INC. For CARAVAN 208B EX TECHNICAL DATAData License Agreement • June 5th, 2023 • Surf Air Mobility Inc. • Air transportation, nonscheduled • Kansas
THIS LICENSE AGREEMENT (“Agreement”) is made and entered into as of September 15, 2022, but effective as of the Effective Date (as defined below), by and between (i) Textron Aviation Inc. (“TAI”), a corporation organized and existing under the laws of the State of Kansas, U.S.A., whose registered address is at One Cessna Boulevard, Wichita, Kansas 67215 and Textron Innovations Inc. (“TII”), a Delaware corporation having its principal place of business at 40 Westminster Street, Providence, Rhode Island 02903 (collectively “Licensor”), on the one hand, and (ii) Surf Air Mobility Inc. (“Licensee”), a Delaware corporation having its principal place of business at 12111 Crenshaw Boulevard, Hawthorne, CA 90250, on the other hand (each of whom may be referred to hereafter as a “Party” or collectively as the “Parties”). “Effective Date” means the first trading date of shares of common stock of Licensee or its affiliate on a United States national securities exchange (which, for the avoidance o
AMENDED & RESTATED SALES AND MARKETING AGREEMENTSales and Marketing Agreement • June 5th, 2023 • Surf Air Mobility Inc. • Air transportation, nonscheduled • Kansas
THIS AMENDED & RESTATED SALES AND MARKETING AGREEMENT (this “Agreement”) is entered into as of September 27, 2022 (but effective as of the Effective Date (as defined below), by and between TEXTRON AVIATION INC., a Kansas corporation (“TAI”), and SURF AIR MOBILITY INC., a Delaware corporation (“SAM”) (each a “Party” and collectively, the “Parties”).
= Pursuant to Item 601(b)(10) of Regulation S-K, portions of this exhibit have been omitted as the registrant has determined that certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i)...Master Agreement • June 5th, 2023 • Surf Air Mobility Inc. • Air transportation, nonscheduled
This Master Agreement (this “Agreement”) is intended to summarize the principal terms of the agreements between Jetstream Aviation Capital, LLC (“Lessor”) and the lessee as articulated herein (the “Lessee”) regarding the sale of certain aircraft specified herein and/or the assignment of purchase rights by the Lessee (or an affiliated entity controlled by Lessee) to the Lessor and lease by the Lessor to the Lessee of such aircraft specified below (each a “Transaction,” and collectively, the “Transactions”) each pursuant to a separate binding sale and purchase agreement for each individual aircraft (a “Sale Agreement”) and, in connection therewith, a separate binding lease agreement for each individual aircraft (a “Lease Agreement”) (collectively, the “Transaction Documents”). The Effective Date of this Agreement refers to the first trading date of shares of common stock of Lessee or its affiliate on a United States national securities exchange (which, for the avoidance of doubt, may occ
AMENDMENT NO. 1 TO PILOT PATHWAY AGREEMENTPilot Pathway Agreement • June 5th, 2023 • Surf Air Mobility Inc. • Air transportation, nonscheduled
This Amendment No. 1 to Pilot Pathway Agreement (this “Amendment”) is dated as of October 1, 2020 (the “Amendment Effective Date”), between Southern Airways Corporation, a Delaware corporation (together with its successors and permitted assigns, “SAC”) and SkyWest Airlines, Inc., a Utah corporation (together with its successors and permitted assigns, “SkyWest”). Collectively, SAC and SkyWest shall be referred to as “Parties” or individually as a “Party” where the context so requires.
AMENDMENT NO. 2 TO ACQUISITION AGREEMENTAcquisition Agreement • April 14th, 2023 • Surf Air Mobility Inc. • Air transportation, nonscheduled
THIS AMENDMENT NO. 2 TO THE ACQUISITION AGREEMENT (this “Amendment”) is entered into as of May 17, 2022, by and among Surf Air Global Limited, a British Virgin Islands company (“Surf Holdings”), Surf Air Inc., a Delaware corporation (“Surf Air”), Surf Air Mobility Inc., a Delaware corporation and wholly owned subsidiary of Surf Holdings (“NewCo”), SAC Merger Sub Inc., a Delaware corporation and a wholly-owned subsidiary of NewCo (“Merger Sub”, and together with Surf Air, NewCo and Surf Holdings, the “Surf Entities”), and Southern Airways Corporation, a Delaware corporation (the “Company”). Each entity is referred to herein as a “Party” and, collectively, as the “Parties”. Capitalized terms used but not defined in this Amendment shall have the meaning ascribed to such terms in the Acquisition Agreement, as defined below.
AMENDMENT NO. 1 TO BUSINESS COMBINATION AGREEMENTBusiness Combination Agreement • June 5th, 2023 • Surf Air Mobility Inc. • Air transportation, nonscheduled
AMENDMENT NO.1 TO BUSINESS COMBINATION AGREEMENT, dated as of September 1, 2022 (this “Amendment”), by and among Tuscan Holdings Corp. II, a Delaware corporation (“SPAC”), Surf Air Global Limited, a BVI business company formed under the laws of the British Virgin Islands (the “Company”), Surf Air Mobility Inc., a Delaware corporation and wholly-owned subsidiary of the Company (“Parentco”), THCA Merger Sub Inc., a Delaware corporation and wholly-owned subsidiary of Parentco (“Merger Sub I”), and SAGL Merger Sub Limited, a BVI business company formed under the laws of the British Virgin Islands and wholly-owned subsidiary of Parentco (“Merger Sub II” and together with the Company, Parentco and Merger Sub I, the “Surf Entities”).
COLLABORATION& ENGINEERING SERVICES AGREEMENT Between TEXTRON AVIATION INC. And SURF AIR MOBILITY INC. For CESSNA MODEL 208B GRAND CARAVAN EXCollaboration & Engineering Services Agreement • April 14th, 2023 • Surf Air Mobility Inc. • Air transportation, nonscheduled • Kansas
THIS COLLABORATION & ENGINEERING SERVICES AGREEMENT (this “Agreement” or the “CESA”), dated as of September 15, 2022, but effective as of the Effective Date (as defined below), is by and between Textron Aviation Inc., a Kansas corporation, with offices located at One Cessna Boulevard, Wichita, Kansas, U.S.A. 67215 (“TAI”) and Surf Air Mobility Inc., a Delaware corporation, with offices located at 12111 Crenshaw Boulevard, Hawthorne, CA 90250 (“SAM” and together with TAI, the “Parties”, and each a “Party”). “Effective Date” means the first trading date of shares of common stock of SAM or its affiliate on a United States national securities exchange (which, for the avoidance of doubt, may occur following a business combination with a special purpose acquisition company, or SPAC).
AMENDMENT NO. 1 TO ACQUISITION AGREEMENTAcquisition Agreement • April 14th, 2023 • Surf Air Mobility Inc. • Air transportation, nonscheduled
THIS AMENDMENT NO. 1 TO THE ACQUISITION AGREEMENT (this “Amendment”) is entered into as of August 22, 2021, by and among Surf Air Global Limited, a British Virgin Islands company (“Surf Holdings”), Surf Air Inc., a Delaware corporation (“Surf Air”), Surf Air Mobility Inc., a Delaware corporation and wholly owned subsidiary of Surf Holdings (“NewCo”), SAC Merger Sub Inc., a Delaware corporation and a wholly-owned subsidiary of NewCo (“Merger Sub”, and together with Surf Air, NewCo and Surf Holdings, the “Surf Entities”), and Southern Airways Corporation, a Delaware corporation (the “Company”). Each entity is referred to herein as a “Party” and, collectively, as the “Parties”. Capitalized terms used but not defined in this Amendment shall have the meaning ascribed to such terms in the Original Agreement, as defined below.
ACQUISITION AGREEMENT BY AND AMONG SURF AIR MOBILITY INC., SURF AIR GLOBAL LIMITED, SURF AIR INC., SAC MERGER SUB INC., AND SOUTHERN AIRWAYS CORPORATION Dated as of March 17, 2021Acquisition Agreement • April 14th, 2023 • Surf Air Mobility Inc. • Air transportation, nonscheduled • Delaware
This ACQUISITION AGREEMENT (this “Agreement”) is made and entered into as of March 17, 2021, by and among Surf Air Global Limited, a British Virgin Islands company (“Surf Holdings”), Surf Air Inc., a Delaware corporation (“Surf Air”), Surf Air Mobility Inc., a Delaware corporation and wholly owned subsidiary of Surf Holdings (“NewCo”), SAC Merger Sub Inc., a Delaware corporation and a wholly-owned subsidiary of NewCo (“Merger Sub”, and together with Surf Air, NewCo and Surf Holdings, the “Surf Entities”), and Southern Airways Corporation, a Delaware corporation (the “Company”, and together with the Surf Entities, also referred to herein as the “Parties” and each, a “Party”).
ContractSimple Agreement for Future Equity (Safe) • April 14th, 2023 • Surf Air Mobility Inc. • Air transportation, nonscheduled • Delaware
THIS INSTRUMENT AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”). THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE ACT OR UPON RECEIPT BY THE COMPANY OF AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER THE ACT.
THIRD AMENDMENT TO DATA LICENSE AGREEMENTData License Agreement • September 19th, 2023 • Surf Air Mobility Inc. • Air transportation, nonscheduled
THIS THIRD AMENDMENT TO DATA LICENSE AGREEMENT (this “Amendment”) is made and entered into as of September 18, 2023 (the “Amendment Date”), by and between Textron Aviation Inc. (“TAI”) and Textron Innovations Inc. (“TII” and, together with TAI, “Licensor”), on the one hand, and Surf Air Mobility Inc. (“Licensee” and, together with Licensor, each a “Party” and collectively, the “Parties”), on the other hand, with reference to the following facts:
AMENDMENT to EMPLOYMENT AGREEMENTEmployment Agreement • June 5th, 2023 • Surf Air Mobility Inc. • Air transportation, nonscheduled
THIS AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is dated as of January 20, 2023, by and between Surf Air Mobility Inc. (the “Company”), and Sudhin Shahani (“Executive”).
AMENDMENT to EMPLOYMENT AGREEMENTEmployment Agreement • June 5th, 2023 • Surf Air Mobility Inc. • Air transportation, nonscheduled
THIS AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is dated as of October 23, 2022, by and between Surf Air Mobility Inc. (the “Company”), and Stan Little (“Executive”).
AMENDMENT NO. 3 TO ACQUISITION AGREEMENTAcquisition Agreement • April 14th, 2023 • Surf Air Mobility Inc. • Air transportation, nonscheduled
THIS AMENDMENT NO. 3 TO THE ACQUISITION AGREEMENT (this “Amendment”) is entered into as of November 11, 2022, by and among Surf Air Global Limited, a British Virgin Islands company (“Surf Holdings”), Surf Air Inc., a Delaware corporation (“Surf Air”), Surf Air Mobility Inc., a Delaware corporation and wholly owned subsidiary of Surf Holdings (“NewCo”), SAC Merger Sub Inc., a Delaware corporation and a wholly-owned subsidiary of NewCo (“Merger Sub”, and together with Surf Air, NewCo and Surf Holdings, the “Surf Entities”), and Southern Airways Corporation, a Delaware corporation (the “Company”). Each entity is referred to herein as a “Party” and, collectively, as the “Parties”. Capitalized terms used but not defined in this Amendment shall have the meaning ascribed to such terms in the Acquisition Agreement, as defined below.
AMENDMENT NO. 4 TO THE AMENDED AND RESTATED SHARE PURCHASE AGREEMENTShare Purchase Agreement • September 19th, 2023 • Surf Air Mobility Inc. • Air transportation, nonscheduled • New York
This AMENDMENT NO. 4 (this “Amendment”) is made and entered into as of September 18, 2023 by and among SURF AIR MOBILITY INC., a Delaware corporation and successor to SURF AIR GLOBAL LTD., a company limited by shares formed under the laws of the British Virgin Islands and having BVI Co. No. 1915770 and a principal place of business at 12111 Crenshaw Boulevard, Hawthorne, California, 90250 (the “Company”), on the one hand, and GEM GLOBAL YIELD LLC SCS, a “société en commandite simple” formed under the laws of Luxembourg having LEI No. 213800CXBEHFXVLBZO92 having an address at 412F, Route d’Esch, L-2086 Luxembourg (“Purchaser”) and GEM YIELD BAHAMAS LIMITED, a limited company formed under the laws of the Commonwealth of the Bahamas and having an address at 3 Bayside Executive Park, West Bay Street & Blake Road, P.O. Box N-4875, Nassau, The Bahamas (“GYBL,” and together with the Company and Purchaser, the “Parties”), on the other hand, to amend that certain SECOND AMENDED AND RESTATED SHA
Convertible Note Purchase Agreement [conformed for Consent and Amendment dated as of November 14, 2024]Convertible Note Purchase Agreement • November 14th, 2024 • Surf Air Mobility Inc. • Air transportation, nonscheduled • California
This CONVERTIBLE NOTE PURCHASE AGREEMENT (this “Agreement”) is entered into as of the date specified above between PARTNERS FOR GROWTH V, L.P. (“PFG”), whose address is 1751 Tiburon Blvd., Tiburon, CA 94920, and the Borrower named above (“Borrower” or “Company”), whose principal office is located at the above address (“Borrower’s Address”). The Schedule to this Agreement (the “Schedule”) being signed by the parties concurrently, is an integral part of this Agreement. (Definitions of certain terms used in this Agreement are set forth in Section 7 below.)
FIRST AMENDMENT TO COLLABORATION & ENGINEERING SERVICES AGREEMENTCollaboration & Engineering Services Agreement • June 5th, 2023 • Surf Air Mobility Inc. • Air transportation, nonscheduled
This FIRST Amendment to COLLABORATION & ENGINEERING SERVICES agreement (this “Amendment”) is made and entered into as of May 24, 2023 (the “Amendment Date”), by and between Textron Aviation Inc. (“TAI”) and Surf Air Mobility Inc. (“SAM” and, together with TAI, each a “Party” and collectively, the “Parties”) with reference to the following facts:
ContractSecured Promissory Note • November 14th, 2024 • Surf Air Mobility Inc. • Air transportation, nonscheduled • New York
THIS SECURED PROMISSORY NOTE AND THE INDEBTEDNESS EVIDENCED HEREBY ARE SUBORDINATE IN THE MANNER AND TO THE EXTENT SET FORTH IN THAT CERTAIN SUBORDINATION AND INTERCREDITOR AGREEMENT (THE “SUBORDINATION AGREEMENT”) DATED AS OF NOVEMBER 14, 2024, AMONG CCP AGENCY, LLC, LAMVEN LLC, AND THE OTHER PARTIES FROM TIME TO TIME PARTY THERETO, AND EACH HOLDER OF THIS SECURED PROMISSORY NOTE, BY ITS ACCEPTANCE HEREOF, SHALL BE BOUND BY THE PROVISIONS OF THE SUBORDINATION AGREEMENT.
AMENDMENT NO. 3 TO THE AMENDED AND RESTATED SHARE PURCHASE AGREEMENTShare Purchase Agreement • July 25th, 2023 • Surf Air Mobility Inc. • Air transportation, nonscheduled • New York
This AMENDMENT NO. 3 (this “Amendment”) is made and entered into as of July 24, 2023 by and among SURF AIR GLOBAL LTD., a company limited by shares formed under the laws of the British Virgin Islands and having BVI Co. No. 1915770 and a principal place of business at 12111 Crenshaw Boulevard, Hawthorne, California, 90250 (the “Company”), on the one hand, and GEM GLOBAL YIELD LLC SCS, a “société en commandite simple” formed under the laws of Luxembourg having LEI No. 213800CXBEHFXVLBZO92 having an address at 412F, Route d’Esch, L-2086 Luxembourg (“Purchaser”) and GEM YIELD BAHAMAS LIMITED, a limited company formed under the laws of the Commonwealth of the Bahamas and having an address at 3 Bayside Executive Park, West Bay Street & Blake Road, P.O. Box N-4875, Nassau, The Bahamas (“GYBL,” and together with the Company and Purchaser, the “Parties”), on the other hand, to amend that certain SECOND AMENDED AND RESTATED SHARE PURCHASE AGREEMENT, dated as of February 8, 2023, between the Comp
FOURTH AMENDMENT TO DATA LICENSE AGREEMENTData License Agreement • March 29th, 2024 • Surf Air Mobility Inc. • Air transportation, nonscheduled
made and entered into as of December 8, 2023 (the “Amendment Date”), by and between Textron Aviation Inc. (“TAI”) and Textron Innovations Inc. (“TII” and, together with TAI, “Licensor”), on the one hand, and Surf Air Mobility Inc. (“Licensee” and, together with Licensor, each a “Party” and collectively, the “Parties”), on the other hand, with reference to the following facts:
AMENDMENT NO. 1 TO THE SHARE PURCHASE AGREEMENTShare Purchase Agreement • July 21st, 2023 • Surf Air Mobility Inc. • Air transportation, nonscheduled • New York
This AMENDMENT NO. 1 (this “Amendment”) is made and entered into as of July [20], 2023 by and among SURF AIR MOBILITY INC., a Delaware corporation having a principal place of business at 12111 Crenshaw Boulevard, Hawthorne, California, 90250 (the “Company”), on the one hand, and GEM GLOBAL YIELD LLC SCS, a “société en commandite simple” formed under the laws of Luxembourg having LEI No. 213800CXBEHFXVLBZO92 having an address at 412F, Route d’Esch, L-2086 Luxembourg (“Purchaser”) and GEM YIELD BAHAMAS LIMITED, a limited company formed under the laws of the Commonwealth of the Bahamas and having an address at 3 Bayside Executive Park, West Bay Street & Blake Road, P.O. Box N-4875, Nassau, The Bahamas (“GYBL,” and together with the Company and Purchaser, the “Parties”), on the other hand, to amend that certain SHARE PURCHASE AGREEMENT, dated as of June 15, 2023, between the Company, Purchaser and GYBL (as it may be further amended from time to time, the “Purchase Agreement”). Unless other
AMENDMENT NO. 2 TO THE AMENDED AND RESTATED SHARE PURCHASE AGREEMENTShare Purchase Agreement • July 21st, 2023 • Surf Air Mobility Inc. • Air transportation, nonscheduled • New York
This AMENDMENT NO. 2 (this “Amendment”) is made and entered into as of July [20], 2023 by and among SURF AIR GLOBAL LTD., a company limited by shares formed under the laws of the British Virgin Islands and having BVI Co. No. 1915770 and a principal place of business at 12111 Crenshaw Boulevard, Hawthorne, California, 90250 (the “Company”), on the one hand, and GEM GLOBAL YIELD LLC SCS, a “société en commandite simple” formed under the laws of Luxembourg having LEI No. 213800CXBEHFXVLBZO92 having an address at 412F, Route d’Esch, L-2086 Luxembourg (“Purchaser”) and GEM YIELD BAHAMAS LIMITED, a limited company formed under the laws of the Commonwealth of the Bahamas and having an address at 3 Bayside Executive Park, West Bay Street & Blake Road, P.O. Box N-4875, Nassau, The Bahamas (“GYBL,” and together with the Company and Purchaser, the “Parties”), on the other hand, to amend that certain SECOND AMENDED AND RESTATED SHARE PURCHASE AGREEMENT, dated as of February 8, 2023, between the Co
CREDIT AGREEMENT dated as of November 14, 2024 among SURF AIR MOBILITY INC., as Borrower THE PERSONS PARTY HERETO, as Lenders, and CCP AGENCY, LLC, as AgentCredit Agreement • November 14th, 2024 • Surf Air Mobility Inc. • Air transportation, nonscheduled • New York
This CREDIT AGREEMENT (as it may from time to time be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) is made and entered into as of November 14, 2024, by and among (i) the Persons from time to time party hereto as lenders (the “Lenders”), (ii) CCP AGENCY, LLC, a Delaware limited liability company (in its individual capacity, “Comvest”), as Agent (as defined below) for all Lenders, and (iii) SURF AIR MOBILITY INC., a Delaware corporation (the “Borrower”).
AMENDMENT NO. 1 TO THE SECONDShare Purchase Agreement • June 22nd, 2023 • Surf Air Mobility Inc. • Air transportation, nonscheduled • New York
This AMENDMENT NO. 1 (this “Amendment”) is made and entered into as of June 15, 2023 by and among SURF AIR GLOBAL LTD., a company limited by shares formed under the laws of the British Virgin Islands and having BVI Co. No. 1915770 and a principal place of business at 12111 Crenshaw Boulevard, Hawthorne, California, 90250 (the “Company”), on the one hand, and GEM GLOBAL YIELD LLC SCS, a “société en commandite simple” formed under the laws of Luxembourg having LEI No. 213800CXBEHFXVLBZO92 having an address at 412F, Route d’Esch, L-2086 Luxembourg (“Purchaser”) and GEM YIELD BAHAMAS LIMITED, a limited company formed under the laws of the Commonwealth of the Bahamas and having an address at 3 Bayside Executive Park, West Bay Street & Blake Road, P.O. Box N-4875, Nassau, The Bahamas (“GYBL,” and together with the Company and Purchaser, the “Parties”), on the other hand, to amend that certain SECOND AMENDED AND RESTATED SHARE PURCHASE AGREEMENT, dated as of February 8, 2023, between the Comp
FIRST AMENDMENT TO DATA LICENSE AGREEMENTData License Agreement • June 5th, 2023 • Surf Air Mobility Inc. • Air transportation, nonscheduled
This FIRST Amendment to DATA LICENSE agreement (this “Amendment”) is made and entered into as of May 24, 2023 (the “Amendment Date”), by and between Textron Aviation Inc. (“TAI”) and Textron Innovations Inc. (“TII” and, together with TAI, “Licensor”), on the one hand, and Surf Air Mobility Inc. (“Licensee” and, together with Licensor, each a “Party” and collectively, the “Parties”), on the other hand, with reference to the following facts:
REIMBURSEMENT AGREEMENT dated as of November 14, 2024 between SURF AIR MOBILITY INC., as the Company, the other Obligors party hereto, and PARK LANE INVESTMENTS LLC, as the Credit ProviderReimbursement Agreement • November 14th, 2024 • Surf Air Mobility Inc. • Air transportation, nonscheduled • New York
reimbursement AGREEMENT, dated as of November 14, 2024 (the “Agreement”) by and among Surf Air Mobility Inc., a Delaware corporation (the “Company”), the Subsidiaries of the Company listed on Schedule I hereto, (collectively, together with the Company and any Additional Guarantors, the “Obligors”) and Park Lane Investments LLC, as procurer of certain credit support for the benefit of the Company (with its successors, the “Credit Provider”). The Obligors and the Credit Provider are sometimes referred to herein collectively as the “Parties” and individually as a “Party”.
SECOND AMENDED AND RESTATED SHARE PURCHASE AGREEMENTShare Purchase Agreement • April 14th, 2023 • Surf Air Mobility Inc. • Air transportation, nonscheduled • New York
This SECOND AMENDED AND RESTATED SHARE PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of the date first above written by and among SURF AIR GLOBAL LTD., a company limited by shares formed under the laws of the British Virgin Islands and having BVI Co. No. 1915770 and a principal place of business at 12111 Crenshaw Boulevard, Hawthorne, California, 90250 (the “Company”), on the one hand, and GEM GLOBAL YIELD LLC SCS, a “société en commandite simple” formed under the laws of Luxembourg having LEI No. 213800CXBEHFXVLBZO92 having an address at 412F, Route d’Esch, L-2086 Luxembourg (“Purchaser”) and GEM YIELD BAHAMAS LIMITED, a limited company formed under the laws of the Commonwealth of the Bahamas and having an address at 3 Bayside Executive Park, West Bay Street & Blake Road, P.O. Box N-4875, Nassau, The Bahamas (“GYBL,” and together with the Company and Purchaser, the “Parties”), on the other hand.
ADVISORY SERVICES AGREEMENTAdvisory Services Agreement • December 19th, 2024 • Surf Air Mobility Inc. • Air transportation, nonscheduled • California
This ADVISORY SERVICES AGREEMENT (this “Agreement”) is made and entered into as of December 16, 2024 (the “Effective Date”), by and between SURF AIR MOBILITY INC., a Delaware corporation (together with its affiliates, the “Company”), and PROXIMA CENTAURI LLC (the “Advisor”).
SECURITY PURCHASE AGREEMENT dated as of March 1, 2024 by and between SURF AIR MOBILITY INC. and GEM GLOBAL YIELD LLC SCSSecurity Purchase Agreement • March 6th, 2024 • Surf Air Mobility Inc. • Air transportation, nonscheduled • New York
