SHAREHOLDER SUPPORT AGREEMENTShareholder Support Agreement • July 1st, 2024 • Arogo Capital Acquisition Corp. • Services-prepackaged software • Ontario
This Shareholder Support Agreement (this “Agreement”) is dated as of June [__], 2024, by and among Arogo Capital Acquisition Corp., a Delaware corporation (“SPAC”), Ayurcann Holding Corp., an Ontario corporation (“PubCo”), DE Ayurcann Merger Sub Inc., a Delaware corporation and a direct, wholly owned subsidiary of PubCo (“Merger Sub”), CAN Ayurcann Merger Sub., Inc., an Ontario corporation and a direct, wholly owned subsidiary of PubCo (“Canadian Merger Sub” each an “Acquisition Entity” and, together with PubCo and Merger Sub, the “Acquisition Entities”), the Persons set forth on Schedule I hereto (each, a “Supporting Company Shareholder” and, collectively, the “Supporting Company Shareholders”), and Ayurcann Holdings Corp., an Ontario corporation (the “Company”). SPAC, PubCo, Merger Sub, Canadian Merger Sub, the Supporting Company Shareholders and Company shall be referred to herein from time to time collectively as the “Parties”. Capitalized terms used but not defined herein shall ha
FORM OF LOCK-UP AGREEMENTLock-Up Agreement • July 1st, 2024 • Arogo Capital Acquisition Corp. • Services-prepackaged software • Delaware
THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of [●], by and between Ayurcann Holding Corp., an Ontario corporation (the “PubCo”), Singto, LLC, f/k/a Koo Dom Investment, LLC, a Delaware limited liability company (the “Sponsor”) and the Persons set forth on Schedule 1 hereto (the “Company Holders”). The PubCo, Sponsor, the Company Holders and any Person who hereafter becomes a party to this Agreement pursuant to Section 2 are referred to herein, individually, as a “Holder” and, collectively, as the “Holders.” Capitalized terms used but not otherwise defined herein have the meaning ascribed to them in the Business Combination Agreement (as defined below).
FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 1st, 2024 • Arogo Capital Acquisition Corp. • Services-prepackaged software • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2024, is made and entered into by Ayurcann Holding Corp., an Ontario corporation (the “Company”), Singto, LLC, f/k/a Koo Dom Investment, LLC, a Delaware limited liability company (the “Sponsor”), certain former shareholders of Ayurcann Holdings Corp., an Ontario corporation (“Ayurcann”), who received Company Common Shares and/or Company Warrants pursuant to the Business Combination Agreement, set forth on Schedule 1 hereto (such holders, the “Ayurcann Holders” and, collectively with the Sponsor, the Company Holders and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 or Section 6.10 of this Agreement, the “Holders” and each, a “Holder”). Capitalized terms used but not defined herein shall have the meaning assigned to such terms in the Business Combination Agreement (as defined below).
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • July 1st, 2024 • Arogo Capital Acquisition Corp. • Services-prepackaged software • Delaware
This SPONSOR SUPPORT AGREEMENT (this “Agreement”) is dated as of [__], 2024, by and among Singto, LLC, f/k/a Koo Dom Investment, LLC, a Delaware limited liability company (the “Sponsor”), Arogo Capital Acquisition Corp., a Delaware corporation (“SPAC”), and Ayurcann Holdings Corp., an Ontario corporation (the “Company”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Business Combination Agreement (as defined below).
BUSINESS COMBINATION AGREEMENT by and among AROGO CAPITAL ACQUISITION CORP., a Delaware corporation, AYURCANN HOLDING CORP., an Ontario corporation, AYURCANN HOLDINGS CORP., an Ontario corporation, CAN MERGER SUB., an Ontario corporation, and DEL...Business Combination Agreement • July 1st, 2024 • Arogo Capital Acquisition Corp. • Services-prepackaged software • Ontario
This BUSINESS COMBINATION AGREEMENT (this “Agreement”), dated as of June 25, 2024, is made by and among Arogo Capital Acquisition Corp., a Delaware corporation ( “SPAC”), Ayurcann Holding Corp., an Ontario corporation (“PubCo”), DE Ayurcann Merger Sub Inc., a Delaware corporation and a direct, wholly owned subsidiary of PubCo (“Merger Sub”), CAN Ayurcann Merger Sub, Inc., an Ontario corporation and a direct, wholly owned subsidiary of PubCo (“Canadian Merger Sub” and, together with PubCo and Merger Sub, each an “Acquisition Entity” and, together, the “Acquisition Entities”), and Ayurcann Holdings Corp., an Ontario corporation (the “Company”). SPAC, PubCo, Merger Sub, Canadian Merger Sub and the Company shall be referred to herein from time to time collectively as the “Parties.” Capitalized terms used but not otherwise defined herein have the meanings set forth in Section 1.1.
