0001140361-24-037997 Sample Contracts

AMENDMENT NO. 2 TO NON-REDEMPTION AGREEMENT
Non-Redemption Agreement • August 20th, 2024 • ZUU Co. Ltd. • Services-offices & clinics of doctors of medicine • Delaware

This Amendment No. 2 to Non-Redemption (this “Amendment”) is made and entered into as of the date first set forth above (the “Amendment Date”) by and among Pono Capital Two, Inc., a Delaware corporation (the “Company”), ZUU Target Fund for SBC Medical Group HD Investment Partnership (the “Holder”), SBC Medical Group Holdings Incorporated, a Delaware corporation (the “Target”), and Yoshiyuki Aikawa (“Dr. Aikawa”).

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Acknowledgement and Waiver Pursuant to Non-Redemption Agreement
ZUU Co. Ltd. • August 20th, 2024 • Services-offices & clinics of doctors of medicine • Delaware

This Acknowledgement and Waiver Pursuant to Non-Redemption Agreement (this “Waiver”) is dated as of the date first set forth above (the “Waiver Date”), by and between (i) Pono Capital Two, Inc., a company incorporated in Delaware (the “Company”), (ii) ZUU Target Fund for SBC Medical Group HD Investment Partnership (the “Holder”), (iii) SBC Medical Group Holdings Incorporated, a Delaware corporation (the “Target”), and Yoshiyuki Aikawa (“Dr. Aikawa”). The Company, the Holder, the Target and Dr. Aikawa are sometimes referred to herein individually as a “Party” and, collectively, as the “Parties.”

AMENDMENT TO
Non-Redemption Agreement • August 20th, 2024 • ZUU Co. Ltd. • Services-offices & clinics of doctors of medicine • Delaware

This Amendment to Non-Redemption (this “Amendment”) is made and entered into as of the date first set forth above (the “Amendment Date”) by and among Pono Capital Two, Inc., a Delaware corporation (the “Company”), ZUU Target Fund for SBC Medical Group HD Investment Partnership (the “Holder”), SBC Medical Group Holdings Incorporated, a Delaware corporation (the “Target”), and Yoshiyuki Aikawa (“Dr. Aikawa”).

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