LOCK-UP AGREEMENTLock-Up Agreement • February 10th, 2023 • Freedom Acquisition I Corp. • Blank checks • Delaware
THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of [•], by and among Complete Solaria, Inc., a Delaware corporation (the “Company”) (formerly known as Freedom Acquisition I Corp., a Cayman Islands exempted company limited by shares prior to its domestication as a Delaware corporation), and each of:
AGREEMENT AND PLAN OF MERGER BY AND AMONG COMPLETE SOLAR HOLDING CORPORATION, COMPLETE SOLAR MIDCO, LLC COMPLETE SOLAR MERGER SUB, INC., THE SOLARIA CORPORATION, AND FORTIS ADVISORS LLC, AS STOCKHOLDER REPRESENTATIVE October 3, 2022Merger Agreement • February 10th, 2023 • Freedom Acquisition I Corp. • Blank checks • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of October 3, 2022 (the “Agreement Date”), by and among Complete Solar Holding Corporation, a Delaware corporation (“Parent”), Complete Solar Midco, LLC, a Delaware limited liability company and a wholly owned Subsidiary of Parent (“Midco”), Complete Solar Merger Sub, Inc., a Delaware corporation and a wholly owned Subsidiary of Midco (“Merger Sub”), The Solaria Corporation, a Delaware corporation (the “Company”), and FORTIS ADVISORS LLC, a Delaware limited liability company, solely in its capacity as the representative of the Company Stockholders (the “Stockholder Representative”). Capitalized terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to them in Annex A.
COMPLETE SOLAR, INC. 3000 EXECUTIVE PARKWAY, SUITE 504 SAN RAMON, CA 94583 BISHOP RANCH - BUILDING LEASEBuilding Lease • February 10th, 2023 • Freedom Acquisition I Corp. • Blank checks • California
appointment by the local office of the American Arbitration Association (or any successor thereto), or in the absence, failure, refusal or inability of such entity to act, then either party may apply to the Presiding Judge of the Superior Court of Contra Costa County, for the appointment of such an Independent Arbitrator, and the other patty shall not raise any question as to the court’s full power and jurisdiction to make the appointment.
