AMENDMENT TO SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • August 18th, 2023 • Growth for Good Acquisition Corp • Motor vehicle parts & accessories
This Amendment (this “Amendment”) to the Sponsor Support Agreement (the “Agreement”), dated as of March 7, 2023, by and among G4G Sponsor LLC, a Delaware limited liability company (the “Sponsor Holdco”), the Persons set forth on Schedule I thereto (together with the Sponsor Holdco, each, a “Sponsor” and, together, the “Sponsors”), The Growth for Good Acquisition Corporation, a Cayman Islands exempted company (which shall de-register from the Register of Companies in the Cayman Islands by way of continuation out of the Cayman Islands and into the State of Delaware so as to migrate to and domesticate as a Delaware corporation prior to the Closing) (“Acquiror”), and Zero Nox, Inc., a Wyoming corporation (the “Company”), is entered into as of August 17, 2023 by and among each of the Sponsors, Acquiror and the Company. Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Agreement.
NOTE CONVERSION AGREEMENTNote Conversion Agreement • August 18th, 2023 • Growth for Good Acquisition Corp • Motor vehicle parts & accessories
THIS NOTE CONVERSION AGREEMENT (this “Agreement”) is dated as of August 18, 2023 (the “Effective Date”), by and among The Growth for Good Acquisition Corporation, a Cayman Islands exempted company (the “G4G”), Zero Nox, Inc., a Wyoming corporation (“Zero Nox”), Premier Trailer Manufacturing Inc. (“Premier”) and Central Valley Farms LP (“CVF,” together with Premier, the “Noteholders”).
SUBSCRIPTION AGREEMENTSubscription Agreement • August 18th, 2023 • Growth for Good Acquisition Corp • Motor vehicle parts & accessories
As previously disclosed, The Growth for Good Acquisition Corporation, a Cayman Islands exempted company (“G4G”), Zero Nox, Inc., a Wyoming corporation (“Zero Nox”), and G4G Merger Sub Inc., a Delaware corporation (“Merger Sub”) and subsidiary of G4G, entered into an Agreement and Plan of Merger, dated as of March 7, 2023 (as may be amended, supplemented or otherwise modified or waived from time to time, the “Transaction Agreement”) to consummate a business combination, pursuant to which, among other things, (i) Merger Sub shall merge with and into Zero Nox (the “Merger”), with Zero Nox surviving the Merger as a wholly owned subsidiary of G4G, (ii) G4G shall domesticate as a Delaware corporation (the “Domestication”), and (iii) as a result of the Merger, G4G will change its name to “Zero Nox Holdings, Inc.” (“New Zero Nox”).
DATED 16.08.2023 SPONSORSHIP AGREEMENT Between BRILLIANT IN EXCELLENCE (UK) LIMITED And ZERO NOX INCSponsorship Agreement • August 18th, 2023 • Growth for Good Acquisition Corp • Motor vehicle parts & accessories
