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.)
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.
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”).
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”.
FIFTH AMENDMENT TO DATA LICENSE AGREEMENTData License Agreement • November 14th, 2024 • Surf Air Mobility Inc. • Air transportation, nonscheduled
THIS FIFTH AMENDMENT TO DATA LICENSE AGREEMENT (this “Amendment”) is made and entered into as of September 26, 2024 (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:
