SUBSCRIPTION AGREEMENTSubscription Agreement • June 4th, 2021 • Alkuri Global Acquisition Corp. • Blank checks • Delaware
This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into on June 3, 2021, by and among Babylon Holdings Limited, a company limited by shares incorporated under the laws of Jersey with registered number 115471 (the “Company”), ALKURI GLOBAL ACQUISITION CORP., a Delaware corporation (the “SPAC”), and the undersigned subscriber (“Subscriber”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 4th, 2021 • Alkuri Global Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (as the same may be amended, supplemented, restated or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), dated as of June 3, 2021, is made and entered into by and among:
Merger AGREEMENT BY AND AMONG BABYLON HOLDINGS LIMITED, LIBERTY USA Merger sub, INC., AND ALKURI GLOBAL ACQUISITION CORP. DATED AS OF June 3, 2021Agreement and Plan of Merger • June 4th, 2021 • Alkuri Global Acquisition Corp. • Blank checks • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of June 3, 2021 (the “date hereof”), is made by and among Babylon Holdings Limited, a company limited by shares incorporated under the laws of Jersey with registered number 115471 (the “Company”), Liberty USA Merger Sub, Inc., a Delaware corporation (“Merger Sub”), Alkuri Global Acquisition Corp., a Delaware corporation (the “SPAC”) and the Founder and Alkuri Sponsors LLC (“Sponsor”) (each of Founder and Sponsor solely for the purposes of Section 1.08). The SPAC, the Company and Merger Sub will each be referred to herein from time to time as a “Party” and, collectively, as the “Parties.” Capitalized terms used and not otherwise defined herein have the meanings set forth in Article X below.
June 3, 2021Alkuri Global Acquisition Corp. • June 4th, 2021 • Blank checks • Delaware
This letter (this “Sponsor Agreement”) is being delivered to you in accordance with that certain Agreement and Plan of Merger, dated as of the date hereof (as amended, supplemented, restated or otherwise modified from time to time, the “Merger Agreement”), by and among Alkuri Global Acquisition Corp., a Delaware corporation (“SPAC”), Babylon Holdings Limited, a company limited by shares incorporated under the laws of Jersey with registered number 115471 (“Company”), and Liberty USA Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of the Company (“Merger Sub”), pursuant to which, among other things, Merger Sub will be merged with and into SPAC (the “Merger”), and hereby amends and restates in its entirety that certain letter, dated February 4, 2021, from, Alkuri Sponsors LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned entities and individuals (each, an “Insider” and collectively, the “Insiders”), to SPAC (the “Prior Letter Agreement”).
Voting and SUPPORT AGREEMENTVoting and Support Agreement • June 4th, 2021 • Alkuri Global Acquisition Corp. • Blank checks • New York
This Voting and Support Agreement (this “Agreement”), dated as of June 3, 2021, is entered into by and among Alkuri Global Acquisition Corp., a Delaware corporation (“SPAC”), and the shareholders of Babylon Holdings Limited, a company limited by shares incorporated under the laws of Jersey with registered number 115471 (the “Company”), set forth on the signature pages hereto (each, a “Shareholder” and, collectively, the “Shareholders”). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).
DIRECTOR NOMINATION AND VOTING AGREEMENTNomination and Voting Agreement • June 4th, 2021 • Alkuri Global Acquisition Corp. • Blank checks • New York
THIS DIRECTOR NOMINATION AGREEMENT (this “Agreement”) is made and entered into as of June 3, 2021 (the “Effective Time”), by and between by and between Babylon Holdings Limited, a company limited by shares incorporated under the laws of Jersey with registered number 115471 (“Company”), and Works Capital LLC (the “SPAC Affiliate”). Capitalized terms used but not otherwise defined in this Agreement have the respective meanings given to them in the Merger Agreement (as defined below).
LOCKUP AGREEMENTLockup Agreement • June 4th, 2021 • Alkuri Global Acquisition Corp. • Blank checks • New York
This Lockup Agreement is dated as of June 3, 2021 and is between Babylon Holdings Limited, a company limited by shares incorporated under the laws of Jersey with registered number 115471 (the “Company”), Alkuri Sponsors LLC (the “Sponsor”) and each of the stockholder parties identified on Exhibit A hereto and the other Persons who enter into a joinder to this Agreement substantially in the form of Exhibit B hereto with the Company in order to become a “Stockholder Party” for purposes of this Agreement (collectively, the “Stockholder Parties”). Capitalized terms used but not defined herein shall have the meanings assigned to them in the Merger Agreement (as defined below).
