AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 1st, 2021 • FAST Acquisition Corp. • Blank checks • Texas
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (as the same may be amended, supplemented, restated or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), dated as of February 1, 2021, is made and entered into by and among:
STOCKHOLDERS AGREEMENT DATED AS OF FEBRUARY 1, 2021 AMONG FAST ACQUISITION CORP., FAST MERGER CORP., FAST SPONSOR, LLC, AND TILMAN J. FERTITTAStockholders Agreement • February 1st, 2021 • FAST Acquisition Corp. • Blank checks • Texas
This Stockholders Agreement (as the same may be amended, supplemented, restated or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), dated as of February 1, 2021, is made and entered into by and among:
AGREEMENT AND PLAN OF MERGER among FERTITTA ENTERTAINMENT, INC. FAST ACQUISITION CORP. FAST MERGER CORP. and FAST MERGER SUB INC. Dated as of February 1, 2021Merger Agreement • February 1st, 2021 • FAST Acquisition Corp. • Blank checks • Texas
This SPLIT-OFF AGREEMENT (this “Agreement”), dated as of [ ● ], 2021, is entered into by and among FAST MERGER CORP., a Texas corporation (the “Company”), LANDRY’S E/C GAMING, INC., a Delaware corporation (“SplitCo”), and Tilman J. Fertitta (“TJF”). “Party” or “Parties” means the Company, SplitCo or TJF, individually or collectively, as the case may be. Each capitalized term used and not defined herein has the meaning set forth in Section 1.1.
February 1, 2021Sponsor Agreement • February 1st, 2021 • FAST Acquisition Corp. • Blank checks • Texas
This letter (this “Sponsor Agreement”) is being delivered to you in accordance with that certain Agreement and Plan of Merger, dated as of the date hereof (as amended, supplemented, restated or otherwise modified from time to time, the “Merger Agreement”), by and among FAST Acquisition Corp., a Delaware corporation (“SPAC”), Fertitta Entertainment, Inc., a Texas corporation (the “Company”), FAST Merger Corp., a Texas corporation (“Newco”) and FAST Merger Sub Inc., a Texas corporation (“Merger Sub”), pursuant to which, among other things, SPAC will be merged with and into Newco (the “Texas Merger”) and Merger Sub shall be merged with and into the Company (the “Merger” and, together with the Texas Merger, the “Mergers” and together with the other transactions contemplated by the Merger Agreement the “Business Combination”), and hereby amends and restates in its entirety that certain letter, dated August 20, 2020, from, FAST Sponsor, LLC, a Delaware limited liability company (the “Sponsor
