Churchill Capital Corp V
Exhibit 10.2
EXECUTION COPY
Xxxxxxxxx Capital Corp V
000 Xxxxx Xxxxxx, 00xx Xxxxx
Xxx Xxxx, XX 00000
November 16, 2021 |
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X. Xxxxx Associates, Inc. |
000 Xxxxx Xxxxxx, 00xx Xxxxx |
Xxx Xxxx, XX 00000 |
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Re: Administrative Services Agreement - Amendment |
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Ladies and Gentlemen: |
Reference is made to that certain letter agreement (the “Original Agreement”) by and between Xxxxxxxxx Capital Corp V, a Delaware corporation (the “Company”) and X. Xxxxx Associates, Inc., a New York corporation (the “Services Provider”), dated as of December 15, 2020.
The Company and Services Provider agree that from and after January 1, 2022, the Company shall no longer be required to pay to the Services Provider the $30,000 per month fee as set forth in Section 1 of the Original Agreement. However, the $30,000 per month fee will continue to accrue as a contingent liability, payable only upon the consummation of the Company’s initial business combination.
Except as expressly modified by this letter agreement, the Original Agreement and the parties’ rights and obligations thereunder shall remain unchanged and in full force and effect. This Original Agreement as modified by this letter agreement constitutes the entire agreement and understanding of the parties hereto in respect of its subject matter and supersedes all prior understandings, agreements, or representations by or among the parties hereto, written or oral, to the extent they relate in any way to the subject matter hereof or the transactions contemplated hereby. This letter agreement and any litigation between the parties (whether grounded in contract, tort, statute, law or equity) shall be governed by and construed in accordance with the laws of the State of New York. This letter agreement may be executed in one or more counterparts, each of which shall for all purposes be deemed to be an original but all of which together shall constitute one and the same letter agreement.
[Signature page follows]
| Very truly yours, | |
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| XXXXXXXXX CAPITAL CORP V | |
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| By: | /s/ Xxx Xxxxxxx |
| Name: | Xxx Xxxxxxx |
| Title: | Chief Financial Officer |
AGREED TO AND ACCEPTED BY: | | |
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X. XXXXX ASSOCIATES, INC. | | |
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By: | /s/ Xxx Xxxxxxx | |
Name: | Xxx Xxxxxxx | |
Title: | Authorized Signatory | |
[Signature Page to Amendment to Administrative Services Agreement]
