FORM OF TRANSACTION SUPPORT AGREEMENTTransaction Support Agreement • November 30th, 2022 • Selina Hospitality PLC • Hotels & motels • Delaware
This TRANSACTION SUPPORT AGREEMENT (this “Agreement”) is entered into as of , 2021, by and between BOA Acquisition Corp., a Delaware corporation (“BOA”), Selina Holding Company, UK Societas (the “Company”), and 166 2nd LLC, a Delaware limited liability company (the “Shareholder”). Each of BOA, the Company and the Shareholder are sometimes referred to herein individually as a “Party” and collectively as the “Parties”. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Business Combination Agreement (defined below).
AND WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of October 27, 2022 6.00% Convertible Senior Notes due 2026Indenture • November 30th, 2022 • Selina Hospitality PLC • Hotels & motels • New York
INDENTURE dated as of October 27, 2022 among SELINA HOSPITALITY PLC, a public limited company duly organized and existing under the laws of England and Wales, as issuer (the “Company,” as more fully set forth in Section 1.01), and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).
FORM OF TRANSACTION SUPPORT AGREEMENTTransaction Support Agreement • November 30th, 2022 • Selina Hospitality PLC • Hotels & motels
This TRANSACTION SUPPORT AGREEMENT (this “Agreement”) is entered into as of , 2021, by and between BOA Acquisition Corp., a Delaware corporation (“BOA”), Selina Holding Company, UK Societas (the “Company”), and Gomez Cayman SPV Limited, a Cayman Islands company (the “Shareholder”). Each of BOA, the Company and the Shareholder are sometimes referred to herein individually as a “Party” and collectively as the “Parties”. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Business Combination Agreement (defined below).
FORM OF TRANSACTION SUPPORT AGREEMENTTransaction Support Agreement • November 30th, 2022 • Selina Hospitality PLC • Hotels & motels
This TRANSACTION SUPPORT AGREEMENT (this “Agreement”) is entered into as of , 2021, by and between BOA Acquisition Corp., a Delaware corporation (“BOA”), Selina Holding Company, UK Societas (the “Company”), and Fondo Grupo Wiese Internacional, a private equity fund with Tax Number N° 20603788355, managed by CREUZA S.G. S.A.C., with its registered office in Av. Mariscal José De la Mar 750, oficina 201, Miraflores, Lima, Peru. (the “Shareholder”). Each of BOA, the Company and the Shareholder are sometimes referred to herein individually as a “Party” and collectively as the “Parties”. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Business Combination Agreement (defined below).
FORM OF TRANSACTION SUPPORT AGREEMENTTransaction Support Agreement • November 30th, 2022 • Selina Hospitality PLC • Hotels & motels
This TRANSACTION SUPPORT AGREEMENT (this “Agreement”) is entered into as of , 2021, by and between BOA Acquisition Corp., a Delaware corporation (“BOA”), Selina Holding Company, UK Societas (the “Company”), and Dekel Development Holding, S.A., a Panama corporation (the “Shareholder”). Each of BOA, the Company and the Shareholder are sometimes referred to herein individually as a “Party” and collectively as the “Parties”. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Business Combination Agreement (defined below).
SPONSOR LETTER AGREEMENTSponsor Letter Agreement • November 30th, 2022 • Selina Hospitality PLC • Hotels & motels • Delaware
This SPONSOR LETTER AGREEMENT (this “Agreement”), dated as of December 1, 2021, is made by and among Bet on America, LLC, a Delaware limited liability company (the “Sponsor”), Selina Holding Company, UK Societas (the “Company”), solely for the purposes of Section 1 and Sections 3 to 8 and Sections 9 to 19 (solely to the extent related to the foregoing), BOA Acquisition Corp., a Delaware corporation (“BOA”), and solely for the purposes of Section 1 and Sections 3 to 8 and Sections 9 to 19 (solely to the extent related to the foregoing), each of the undersigned individuals (such individuals are hereinafter jointly referred to collectively as the “Insiders” and, together with the Sponsor, the “Sponsor Parties”). The Sponsor, BOA, the Insiders and the Company shall be referred to herein from time to time collectively as the “Parties”. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Business Combination Agreement (as defined belo
