0001213900-24-070092 Sample Contracts

FORM OF INVESTMENT MANAGEMENT TRUST AGREEMENT
Investment Management Trust Agreement • August 16th, 2024 • FACT II Acquisition Corp.

This Investment Management Trust Agreement (this “Agreement”) is made effective as of [●], 2024, by and between FACT II Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Odyssey Transfer and Trust Company, a Minnesota corporation (the “Trustee”).

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SUBSCRIPTION AGREEMENT
Subscription Agreement • August 16th, 2024 • FACT II Acquisition Corp. • Delaware

THIS SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of July 12, 2024, by and between FACT II Acquisition LLC, a Cayman Islands limited liability company (the “Company”), and FACT II Acquisition Parent LLC, a Cayman Islands limited liability company (the “Purchaser”). Except as otherwise indicated herein, capitalized terms used herein are defined in Section 4 hereof and, if not so defined, then such capitalized terms shall have the meanings ascribed thereto in the LLC Agreement (as defined below).

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