FORM OF [AMENDED] SELLER LOCK-UP AGREEMENTLock-Up Agreement • November 18th, 2024 • Distoken Acquisition Corp • Blank checks • New York
Contract Type FiledNovember 18th, 2024 Company Industry JurisdictionTHIS [AMENDED AND RESTATED] LOCK-UP AGREEMENT (this “Agreement”) is being executed and delivered as of [●], by the undersigned security holder of the Company (as defined below) (the “Holder”) in favor of and for the benefit of Youlife Group Inc., a Cayman Islands exempted company (“Pubco”), Distoken Acquisition Corporation, a Cayman Islands exempted company (together with its successors, including the Surviving Entity (as defined in the Business Combination Agreement), the “Purchaser”), Youlife International Holdings Inc., a Cayman Islands exempted company (the “Company”), and each of Pubco’s, Purchaser’s and/or the Company’s present and future Affiliates, successors and direct and indirect Subsidiaries (including the Company) (collectively with Pubco, Purchaser and the Company, the “Covered Parties”). Any capitalized term used, but not defined in this Agreement will have the meaning ascribed to such term in the Business Combination Agreement (as defined below).
FORM OF AMENDED COMPANY FOUNDER LOCK-UP AGREEMENTLock-Up Agreement • November 18th, 2024 • Distoken Acquisition Corp • Blank checks • New York
Contract Type FiledNovember 18th, 2024 Company Industry JurisdictionTHIS AMENDED AND RESTATED LOCK-UP AGREEMENT (this “Agreement”) is being executed and delivered as of [●], by the undersigned security holder of the Company (as defined below) (the “Holder”) in favor of and for the benefit of Youlife Group Inc., a Cayman Islands exempted company (“Pubco”), Distoken Acquisition Corporation, a Cayman Islands exempted company (together with its successors, including the Surviving Entity (as defined in the Business Combination Agreement), the “Purchaser”), Youlife International Holdings Inc., a Cayman Islands exempted company (the “Company”), and each of Pubco’s, Purchaser’s and/or the Company’s present and future Affiliates, successors and direct and indirect Subsidiaries (including the Company) (collectively with Pubco, Purchaser and the Company, the “Covered Parties”). Any capitalized term used, but not defined in this Agreement will have the meaning ascribed to such term in the Business Combination Agreement (as defined below).