REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 29th, 2024 • HCM Investor Holdings, LLC • Hotels & motels • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 20, 2024, is made and entered into by and among (i) Murano Global Investments PLC, a company incorporated under the laws of the Bailiwick of Jersey (the “Company”), (ii) HCM Investor Holdings, LLC, a Delaware limited liability company (the “Sponsor”), (iii) the existing equityholders of the Company signatories hereto (the “Existing Investors”), and (iv) any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 or Section 5.9 of this Agreement, (collectively, the “Holders” and each, a “Holder”).
LOCK-UP AGREEMENTLock-Up Agreement • March 29th, 2024 • HCM Investor Holdings, LLC • Hotels & motels
This letter agreement (the “Lock-Up Agreement”) is being delivered pursuant to that certain Amended and Restated Business Combination Agreement dated as of August 2, 2023 (as it may be further amended or supplemented from time to time, the “Agreement”), by and among HCM Acquisition Corp., a Cayman Islands exempted company incorporated with limited liability, MURANO PV, S.A. de C.V., a Mexican corporation, Elías Sacal Cababie, an individual, ES Agrupación, S.A. de C.V., a Mexican corporation, Murano Global Investments PLC (formerly, Murano Global Investments Limited), a company incorporated under the laws of the Bailiwick of Jersey (“PubCo”), Murano Global B.V., a Dutch private limited company, MPV Investments B.V., a Dutch private limited company, and Murano Global Cayman, a Cayman Islands exempted company incorporated with limited liability, which is a direct wholly-owned subsidiary of PubCo. Capitalized terms used herein and not otherwise defined herein shall have such meanings as se
JOINT FILING AGREEMENTJoint Filing Agreement • March 29th, 2024 • HCM Investor Holdings, LLC • Hotels & motels
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby confirm the agreement by and among them to the joint filing on behalf of them of the Statement on Schedule 13D and any and all further amendments thereto, with respect to the securities of the above referenced issuer, and that this Agreement be included as an Exhibit to such filing. This Agreement may be executed in any number of counterparts each of which shall be deemed to be an original and all of which together shall be deemed to constitute one and the same Agreement.
