UNIT SUBSCRIPTION AGREEMENTUnit Subscription Agreement • March 8th, 2022 • Endurance Acquisition Corp. • Blank checks • New York
The Subscriber is a “qualified institutional buyer” (within the meaning of Rule 144A under the Securities Act) if it is an entity that meets any one of the following categories at the time of the sale of securities to the Subscriber (Please check the applicable subparagraphs):
AMENDED AND RESTATED SHAREHOLDERS' AGREEMENTShareholders' Agreement • March 8th, 2022 • Endurance Acquisition Corp. • Blank checks • New York
THIS AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENT (this “Agreement”), is made as of March 8, 2022 by and among SatixFy Communications Ltd., a limited liability company organized under the laws of the State of Israel (registered number 516135035, the “Company”), Endurance Acquisition Corp., a Cayman Islands exempted company (“SPAC”) and the Holders (as defined below) who have executed a signature page or Joinder Agreement (as defined below) to this Agreement (including the Prior Agreement). Capitalized terms used and not otherwise defined herein will have the meaning given such terms in the Business Combination Agreement (as defined below).
SPONSOR LETTER AGREEMENTSponsor Letter Agreement • March 8th, 2022 • Endurance Acquisition Corp. • Blank checks
This SPONSOR LETTER AGREEMENT (this “Agreement”), dated as of March 8, 2022, is made by and among Endurance Antarctica Partners, LLC, a Cayman Islands limited liability company (the “Sponsor”), Endurance Acquisition Corp, a Cayman Islands exempted company (“SPAC”), and SatixFy Communications Ltd., a limited liability company organized under the laws of the State of Israel (the “Company”). The Sponsor, SPAC and the Company shall be referred to herein from time to time collectively as the “Parties”. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Business Combination Agreement (as defined below).
ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENTWarrant Assumption Agreement • March 8th, 2022 • Endurance Acquisition Corp. • Blank checks • New York
This Assignment, Assumption and Amendment Agreement (this “Agreement”) is made as of [●], 2022, by and among Endurance Acquisition Corp., a Cayman Islands exempted company (the “Company”), SatixFy Communications Ltd., a limited liability company organized under the laws of the State of Israel (“TopCo”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Warrant Agent”).
COMPANY SHAREHOLDER SUPPORT AGREEMENTShareholder Agreement • March 8th, 2022 • Endurance Acquisition Corp. • Blank checks • Delaware
THIS COMPANY SHAREHOLDER SUPPORT AGREEMENT (this “Agreement”), dated as of March 8, 2022, is entered into by and among Endurance Acquisition Corp., a Cayman Islands exempt company (“SPAC”), SatixFy Communications Ltd., a limited liability company organized under the laws of the State of Israel (the “Company”), and the party listed on the signature pages hereto as a “Shareholder” (the “Shareholder”).
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 8th, 2022 • Endurance Acquisition Corp. • Blank checks • New York
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), is made as of March 8, 2022 to be effective as of the Closing (as defined in the Business Combination Agreement) and entered into by and among Endurance Acquisition Corp. (the “SPAC”), Endurance Antarctica Partners, LLC (the “Sponsor”) and Cantor Fitzgerald & Co. (“Cantor”). Capitalized terms used and not otherwise defined herein shall have the meaning given to such terms in the A&R Shareholders’ Agreement (as defined below).
WARRANT AGREEMENT between SATIXFY COMMUNICATIONS LTD. and CONTINENTAL STOCK TRANSFER & TRUST COMPANYWarrant Agreement • March 8th, 2022 • Endurance Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of [●], 2022, is by and between SatixFy Communications Ltd., a limited liability company organized under the laws of the State of Israel (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent,” also referred to herein as the “Transfer Agent”).
BUSINESS COMBINATION AGREEMENT BY AND AMONG ENDURANCE ACQUISITION CORP., SATIXFY MS, AND SATIXFY COMMUNICATIONS LTD. DATED AS OF MARCH 8, 2022Business Combination Agreement • March 8th, 2022 • Endurance Acquisition Corp. • Blank checks • Delaware
