0001193125-23-304161 Sample Contracts

FORM OF NON-REDEMPTION AGREEMENT
Non-Redemption Agreement • December 27th, 2023 • Flyexclusive Inc. • Air transportation, nonscheduled • New York

This Non-Redemption Agreement (this “Agreement”) is entered as of December ___, 2023 by and among EG Acquisition Corp. (“EG” or the “Company”), a Delaware corporation, LGM Enterprises, LLC, a North Carolina limited liability company (“LGM”), Thomas James Segrave, Jr. (“Mr. Segrave”) and the undersigned investors (collectively, the “Investor”).

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FORM OF WARRANT EXCHANGE AGREEMENT
Warrant Exchange Agreement • December 27th, 2023 • Flyexclusive Inc. • Air transportation, nonscheduled • Delaware

THIS WARRANT EXCHANGE AGREEMENT (this “Agreement”), dated as of December ___, 2023, is by and between EG ACQUISITION CORP., a Delaware corporation (the “Company”), and the holder named on the signature page hereto (the “Holder”).

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