Zapata Computing, Inc. Boston, MA 02110 Andretti Acquisition Corp. Indianapolis, Indiana 46268 Re: Sponsor Support Agreement Ladies and Gentlemen:Merger Agreement • September 6th, 2023 • Andretti Acquisition Corp. • Blank checks
This letter (this “Sponsor Agreement”) is being delivered to you in accordance with that certain Business Combination Agreement, dated as of the date hereof and as it may be amended, supplemented, restated or otherwise modified from time to time (the “Merger Agreement”), by and among Andretti Acquisition Corp., a Cayman Islands exempted company (the “Acquiror”), Zapata Computing, Inc., a Delaware corporation (the “Company”), and the other parties thereto and the other transactions relating thereto (the “Business Combination”) and hereby amends and restates in its entirety that certain letter, dated January 12, 2022, from, Andretti Sponsor, LLC, a Delaware limited liability company (the “Sponsor”), Sol Verano Blocker 1 LLC, a Delaware limited liability company (the “Sponsor Co-Investor”) and the undersigned members of the Acquiror’s board of directors and/or management team (each of such individuals, an “Insider” and collectively, the “Insiders”), to the Acquiror (the “Prior Letter Agre
BUSINESS COMBINATION AGREEMENT by and among ANDRETTI ACQUISITION CORP., TIGRE MERGER SUB, INC., and ZAPATA COMPUTING, INC. Dated as of September 6, 2023Stockholder Support Agreement • September 6th, 2023 • Andretti Acquisition Corp. • Blank checks • Delaware
This Business Combination Agreement dated as of September 6, 2023 (this “Agreement”) is among Andretti Acquisition Corp., a Cayman Islands exempted company incorporated with limited liability (which shall transfer by way of continuation to and domesticate as a Delaware corporation in accordance herewith, “Parent”), Tigre Merger Sub, Inc., a Delaware corporation (“Merger Sub”), and Zapata Computing, Inc., a Delaware corporation (the “Company”). Capitalized terms used but not defined elsewhere herein have the meanings assigned to them in Section 1.01.
