Subscription AgreementSubscription Agreement • October 16th, 2020 • Churchill Capital Corp II • Blank checks • Delaware
This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into this 13th day of October, 2020, by and between Churchill Capital Corp II, a Delaware corporation (the “Issuer”), and the undersigned (“Subscriber” or “you”). Defined terms used but not otherwise defined herein shall have the respective meanings ascribed thereto in the Study Merger Agreement (as defined below).
AGREEMENT AND PLAN OF MERGER dated as of October 12, 2020 by and among Churchill Capital Corp II, MAGNET MERGER SUB, INC., and ALBERT DE HOLDINGS INC.Agreement and Plan of Merger • October 16th, 2020 • Churchill Capital Corp II • Blank checks • Delaware
This Agreement and Plan of Merger (this “Agreement”), dated as of October 12, 2020 (the “Agreement Date”), is entered into by and among Churchill Capital Corp II, a Delaware corporation (“Acquiror”), Magnet Merger Sub, Inc., a Delaware corporation (“Merger Sub”), and Albert DE Holdings Inc., a Delaware corporation (the “Company” and, together with Acquiror, the “Parties” and each a “Party”). Except as otherwise indicated, capitalized terms used but not defined herein shall have the meanings set forth in Article I of this Agreement.
STOCKHOLDERS AGREEMENTStockholders Agreement • October 16th, 2020 • Churchill Capital Corp II • Blank checks • Delaware
THIS STOCKHOLDERS AGREEMENT (as it may be amended, supplemented or restated from time to time in accordance with its terms, the “Stockholders Agreement”), dated as of October 12, 2020 (the “Effective Date”), is made by and among (i) Churchill Capital Corp II, a Delaware corporation (“PubCo”); (ii) Churchill Sponsor II LLC, a Delaware limited liability company; and (iii) the Person identified on the signature page hereto under the heading “Founder Holder” (the “Founder Holder”); Each of PubCo, the Sponsor and the Founder Holder may be referred to herein as a “Party” and collectively as the “Parties”.
STRATEGIC SUPPORT AGREEMENT Between MIH VENTURES B.V. and CHURCHILL CAPITAL CORP II Dated as of October 12, 2020Strategic Support Agreement • October 16th, 2020 • Churchill Capital Corp II • Blank checks
This STRATEGIC SUPPORT AGREEMENT (together with the attachments hereto and as the same and this Agreement may be amended from time to time in accordance with its terms, this “Agreement”) dated October 12, 2020, by and between MIH Ventures B.V., a limited liability company incorporated under the laws of the Netherlands (“Service Provider”) and Churchill Capital Corp II, a Delaware corporation (“Service Recipient”). Service Provider and Service Recipient are referred to herein individually as a “party” and collectively as the “parties”. Defined terms used but not otherwise defined herein shall have the respective meanings ascribed thereto in the Subscription Agreement (as defined below).
