0001213900-23-091184 Sample Contracts

African Agriculture, Inc.
Retention Bonus and Release • November 30th, 2023 • 10X Capital Venture Acquisition Corp. II • Agricultural production-crops

As you know, you and African Agriculture, Inc. (the “Company”) previously entered into that certain Transaction Bonus and Release letter agreement, dated November 1, 2022 (the “Prior Agreement”) and, except as otherwise expressly set forth herein, you and the Company desire to terminate the Prior Agreement and enter into this letter agreement in lieu thereof. Accordingly, in recognition of the important contributions you are making to the Company, the Company is pleased to offer you the following bonus opportunity set forth herein.

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SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • November 30th, 2023 • 10X Capital Venture Acquisition Corp. II • Agricultural production-crops

This SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this “Second Amendment”) is entered into as of November 29, 2023, by and among 10X Capital Venture Acquisition Corp. II, a Cayman Islands exempted company (“Acquiror”), 10X AA Merger Sub, Inc., a Delaware corporation (“Merger Sub”) and African Agriculture, Inc., a Delaware corporation (the “Company”). Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Agreement.

The purpose of this agreement (this “Confirmation”) is to confirm the terms and conditions of the transaction (the “Transaction”) entered into between Seller, 10X Capital and African Agriculture on the Trade Date specified below. The term...
Cash-Settled Equity Derivative Transaction • November 30th, 2023 • 10X Capital Venture Acquisition Corp. II • Agricultural production-crops

This Confirmation, together with the Pricing Date Notices, evidences a complete binding agreement between Seller, 10X Capital and African Agriculture as to the subject matter and terms of the Transaction to which this Confirmation relates and shall supersede all prior or contemporaneous written or oral communications with respect thereto.

African Agriculture, Inc.
Retention Bonus and Release • November 30th, 2023 • 10X Capital Venture Acquisition Corp. II • Agricultural production-crops

As you know, African Discovery Group, Inc. (“ADG”) and African Agriculture, Inc. (the “Company”) previously entered into that certain Transaction Bonus and Release letter agreement, dated November 1, 2022 (the “Prior Agreement”) and, except as otherwise expressly set forth herein, ADG and the Company desire to terminate the Prior Agreement and enter into this letter agreement in lieu thereof. Accordingly, in recognition of the important contributions ADG is making to the Company, the Company is pleased to offer ADG the following bonus opportunity set forth herein.

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