AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 4th, 2024 • IX Acquisition Corp. • Blank checks • Delaware
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [•], is made and entered into by and among AERKOMM Inc., a Delaware corporation (the “Company”) (formerly known as IX Acquisition Corp., a Cayman Islands exempted company limited by shares, prior to its domestication as a Delaware corporation), IX Acquisition Sponsor LLC, a Cayman Islands limited liability company (the “Sponsor”), certain former stockholders of AERKOMM Inc., a Nevada corporation (“Target”), set forth on Schedule 1 hereto (such stockholders, the “Target Holders”) and other persons and entities (collectively with the Sponsor, the Target Holders and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 or Section 5.10 of this Agreement, the “Holders” and each, a “Holder”).
MERGER AGREEMENT dated March 29, 2024 by and among AERKOMM Inc., IX Acquisition Corp.,Merger Agreement • April 4th, 2024 • IX Acquisition Corp. • Blank checks • Delaware
This MERGER AGREEMENT dated as of March 29, 2024 (this “Agreement”), is by and among AERKOMM Inc., a Nevada corporation (the “Company”), IX Acquisition Corp., a Cayman Islands exempted company limited by shares that, in accordance with this Agreement, is planned to be re-domesticated as a Delaware corporation (“Parent”), and AKOM Merger Sub, Inc., a Nevada corporation (“Merger Sub”).
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • April 4th, 2024 • IX Acquisition Corp. • Blank checks • Delaware
This SPONSOR SUPPORT AGREEMENT (this “Agreement”) is dated as of March 29, 2024, by and among IX Acquisition Sponsor LLC, a Delaware limited liability company (the “Sponsor”), IX Acquisition Corp., a Cayman Islands exempted company limited by shares (which will 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) (before and after such domestication, “Parent”), and AERKOMM, Inc., a Nevada corporation (the “Company”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).
COMPANY SUPPORT AGREEMENTCompany Support Agreement • April 4th, 2024 • IX Acquisition Corp. • Blank checks • Delaware
This COMPANY SUPPORT AGREEMENT (this “Agreement”) is dated as of March 29, 2024, by and among the Persons set forth on Schedule I hereto (each, a “Company Securityholder” and, collectively, the “Company Securityholders”), IX Acquisition Corp., a Cayman Islands exempted company limited by shares (which will 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) (before and after such domestication, “Parent”), and AERKOMM Inc., a Nevada corporation (the “Company”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).
AMENDED & RESTATED FEE REDUCTION AGREEMENT April 4, 2024Fee Reduction Agreement • April 4th, 2024 • IX Acquisition Corp. • Blank checks
This amended and restated fee reduction agreement, dated as of the date hereof (this “Agreement”), amends and restates the prior fee reduction agreement, dated April 12, 2023, between IX Acquisition Corp., a Cayman Islands exempt company (together with any Successor (as defined herein), the “Company”) and Odeon Capital Group LLC. (“Odeon”), in its entirety, and confirms the agreement between the Company and Odeon as follows:
AMENDED & RESTATED FEE REDUCTION AGREEMENT April 4, 2024Fee Reduction Agreement • April 4th, 2024 • IX Acquisition Corp. • Blank checks
This amended and restated fee reduction agreement, dated as of the date hereof (this “Agreement”), amends and restates the prior fee reduction agreement, dated April 12, 2023, between IX Acquisition Corp., a Cayman Islands exempt company (together with any Successor (as defined herein), the “Company”) and Cantor Fitzgerald & Co. (“CF&CO”), in its entirety, and confirms the agreement between the Company and CF&CO as follows:
