GEBR. SCHMID GMBH, PEGASUS TOPCO B.V., PEGASUS MERGERSUB CORP., AND VALIDUS/STRATCAP, LLC WARRANTY AGREEMENTWarranty Agreement • May 13th, 2024 • Schmid Anette • Misc industrial & commercial machinery & equipment
THIS WARRANTY AGREEMENT (this "Agreement"), dated as of April 29, 2024 (the "Effective Date"), is by and among (i) Pegasus Digital Mobility Acquisition Corp., a Cayman Islands exempted company ("Pegasus"), (ii) Gebr. Schmid GmbH, a German limited liability company (the "Company"), (iii) Pegasus TopCo B.V., a Dutch private limited liability company ("TopCo"), (iv) Pegasus MergerSub Corp., a Cayman Islands exempted company ("Merger Sub") Validus/StratCap, LLC (the "Guarantor") (collectively, the "Parties" and each, a "Party"). Capitalized terms used but not otherwise defined in this Agreement shall have respective meanings ascribed to such terms in the Business Combination Agreement (as defined below).
SCHMID GROUP N.V. PEGASUS DIGITAL MOBILITY ACQUISITION CORP PEGASUS DIGITAL MOBILITY SPONSOR LLC CHRISTIAN SCHMID ANETTE SCHMID REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 13th, 2024 • Schmid Anette • Misc industrial & commercial machinery & equipment • New York
THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement"), dated as of April 30, 2024, is made and entered into by and among SCHMID Group N.V., a Dutch public limited liability company (the "Company"), Pegasus Digital Mobility Acquisition Corp, a Cayman Islands exempted company ("Pegasus"), Pegasus Digital Mobility Sponsor LLC, a Cayman Islands limited liability company (the "Sponsor"), Anette Schmid and Christian Schmid, which are the shareholders of Gebr. Schmid GmbH, a German limited liability company ("Schmid GmbH", such stockholders, the "Schmid Holders" and collectively with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Clause 5.2 or Clause 5.10 of this Agreement, the "Holders" and each, a "Holder").
JOINT FILING AGREEMENT – Schedule 13DJoint Filing Agreement • May 13th, 2024 • Schmid Anette • Misc industrial & commercial machinery & equipment
The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13D and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate.
