INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • January 5th, 2021 • Rush Street Interactive, Inc. • Services-miscellaneous amusement & recreation • Delaware
THIS INVESTOR RIGHTS AGREEMENT (as it may be amended, supplemented or restated from time to time in accordance with the terms of this Investor Rights Agreement, the “Investor Rights Agreement”), dated as of December 29, 2020 (the “Effective Date”), is made by and among (i) Rush Street Interactive, Inc., a Delaware corporation (formally known as dMY Technology Group, Inc.), a Delaware corporation (“PubCo”); (ii) each of the parties listed on Schedule 1 attached hereto (each, a “Seller” and collectively, the “Sellers”); (iii) Rush Street Interactive GP, LLC, a Delaware limited liability company, in its capacity as the Seller Representative hereunder (the “Seller Representative”); (iv) dMY Sponsor, LLC, a Delaware limited liability company (the “Sponsor”); (v), solely for purposes of Article I, Section 3.11, Section 3.15, Section 3.16(a), Section 4.3 and Article V (A) Niccolo de Masi and (B) Harry L. You (each, a “Sponsor Principal” and collectively, the “Sponsor Principals”); and (vi) (A
SERVICES AGREEMENTServices Agreement • January 5th, 2021 • Rush Street Interactive, Inc. • Services-miscellaneous amusement & recreation • Illinois
This SERVICES AGREEMENT (as amended, modified or supplemented in accordance with its terms, this “Agreement”), dated as of this December 29, 2020, is by and between Rush Street Gaming, LLC, a Delaware limited liability company (“Service Provider”), and Rush Street Interactive, L.P., a Delaware limited partnership (together with its Subsidiaries, “Recipient”) (Recipient together with Service Provider, the “Parties”).
FOUNDER HOLDERS FORFEITURE AGREEMENTForfeiture Agreement • January 5th, 2021 • Rush Street Interactive, Inc. • Services-miscellaneous amusement & recreation
Reference is made to that certain Business Combination Agreement, dated as of July 27, 2020, by and among dMY Technology Group, Inc., a Delaware corporation (the “Buyer”), Rush Street Interactive, LP, a Delaware limited partnership (the “Company”), dMY Sponsor, LLC, a Delaware limited liability company (the “Sponsor”), the sellers set forth on the signatures pages thereto (collectively, the “Sellers” and each, a “Seller”) and Rush Street Interactive GP, LLC, in its capacity as the Sellers’ Representative thereunder (in such capacity, the “Sellers’ Representative”), as amended by that certain Amended & Restated Business Combination Agreement, dated as of October 9, 2020, by and among the Buyer, the Company, the Sponsor, the Sellers and the Sellers’ Representative (as may be further amended, restated, amended and restated, modified, or supplemented from to time, the “Combination Agreement”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such
AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF RUSH STREET INTERACTIVE, LP a Delaware limited partnership Dated as of December 29, 2020Limited Partnership Agreement • January 5th, 2021 • Rush Street Interactive, Inc. • Services-miscellaneous amusement & recreation • Delaware
This Amended and Restated Agreement of Limited Partnership of Rush Street Interactive, LP (the “Partnership”), dated as of December 29, 2020 is entered into by and among Rush Street Interactive GP, LLC, a Delaware limited liability company (in its capacity as such, the “Predecessor General Partner”), Rush Street Interactive, Inc., a Delaware corporation (formerly known as dMY Technology Group, Inc.) (“Pubco”), RSI ASLP, Inc., a Delaware corporation and direct, wholly-owned subsidiary of Pubco (in its capacity as a Limited Partner, the “Special Limited Partner”), and RSI GP LLC, a Delaware limited liability company (in its capacity as the General Partner, the “General Partner”), and the Limited Partners (as defined herein).
RSI GP, LLC AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT December 29, 2020Limited Liability Company Agreement • January 5th, 2021 • Rush Street Interactive, Inc. • Services-miscellaneous amusement & recreation • Delaware
THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement’) of RSI GP, LLC (the “Company”) is entered into as of December 29, 2020, by and between the Company and dMY Technology Group, Inc., a Delaware corporation (the “Member”).
FORM OF TAX RECEIVABLE AGREEMENT among DMY TECHNOLOGY GROUP, INC., RSI ASLP, INC. and THE PERSONS NAMED HEREIN Dated as of December 29, 2020Tax Receivable Agreement • January 5th, 2021 • Rush Street Interactive, Inc. • Services-miscellaneous amusement & recreation • Delaware
This TAX RECEIVABLE AGREEMENT (this “TRA Agreement”), is dated as of December 29, 2020, among dMY Technology Group, Inc., a Delaware corporation (the “Corporate Taxpayer”), RSI ASLP, Inc. (“Corporate Sub”), Rush Street Interactive, LP, a Delaware limited partnership (“OpCo”), and each of the partners of OpCo listed on Schedule 1 hereto (each such partner, a “TRA Party” and together the “TRA Parties”), Rush Street Interactive GP, LLC, a Delaware limited liability company in its capacity as the TRA Party Representative, and each of the other Persons from time to time that become a party to this TRA Agreement. Capitalized terms used but not defined herein shall have their respective meanings set forth in the Business Combination Agreement (as defined below).
