FORM OF FOUNDERS SHARE WAIVER AGREEMENTForm of Founders Share Waiver Agreement • August 31st, 2020 • LF Capital Acquisition Corp. • Blank checks • Delaware
This FOUNDERS SHARE WAIVER AGREEMENT (the “Founders’ Waiver Agreement”), dated as of [·], is entered into by and between LF Capital Acquisition Corp., a Delaware corporation (“Parent”) and each of [·] and [·] (collectively, the “BlackRock Holders”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • August 31st, 2020 • LF Capital Acquisition Corp. • Blank checks • Delaware
This INDEMNIFICATION AGREEMENT (the “Indemnification Agreement”), dated as of August 31, 2020, is entered into by and between LF Capital Acquisition Corp., a Delaware corporation (“Parent”), Level Field Capital, LLC, a Delaware limited liability company (“Sponsor”), Landsea Holdings Corporation, a Delaware corporation (the “Company”).
FORM OF FOUNDER’S WAIVER AGREEMENTWaiver Agreement • August 31st, 2020 • LF Capital Acquisition Corp. • Blank checks • Delaware
This FOUNDER’S WAIVER AGREEMENT (the “Founder’s Waiver Agreement”), dated as of August 31, 2020, is entered into by and between LF Capital Acquisition Corp., a Delaware corporation (“Parent”), Landsea Holdings Corporation, a Delaware corporation (“Seller”) and Landsea Homes Incorporated, a Delaware corporation (the “Company”) and [·].
SPONSOR TRANSFER, WAIVER, FORFEITURE AND DEFERRAL AGREEMENTForfeiture and Deferral Agreement • August 31st, 2020 • LF Capital Acquisition Corp. • Blank checks • Delaware
This SPONSOR TRANSFER, WAIVER, FORFEITURE AND DEFERRAL AGREEMENT (the “Sponsor Surrender Agreement”), dated as of August 31, 2020, is entered into by and between Level Field Capital, LLC, a Delaware limited liability company (“Sponsor”), LF Capital Acquisition Corp., a Delaware corporation (“Parent”), Landsea Holdings Corporation, a Delaware corporation (“Seller”), and Landsea Homes Incorporated, a Delaware corporation (the “Company”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG LF CAPITAL ACQUISITION CORP., LFCA MERGER SUB, INC., LANDSEA HOMES INCORPORATED and LANDSEA HOLDINGS CORPORATION DATED AS OF AUGUST 31, 2020Agreement and Plan of Merger • August 31st, 2020 • LF Capital Acquisition Corp. • Blank checks • Delaware
THIS AGREEMENT AND PLAN OF MERGER is made and entered into as of August 31, 2020, by and among LF Capital Acquisition Corp., a Delaware corporation (“Parent”), LFCA Merger Sub, Inc., a Delaware corporation and a direct, wholly-owned subsidiary of Parent (“Merger Sub”), and Landsea Homes Incorporated, a Delaware corporation (the “Company”), and Landsea Holdings Corporation, a Delaware corporation (the “Seller”). Each of the Company, Parent, Merger Sub and the Seller shall individually be referred to herein as a “Party” and, collectively, the “Parties”. The term “Agreement” as used herein refers to this Agreement and Plan of Merger, as the same may be amended from time to time, and all schedules, exhibits and annexes hereto (including the Disclosure Schedules, as defined herein). Defined terms used in this Agreement are listed alphabetically in Schedule A, together with the section and, if applicable, subsection in which the definition of each such term is located.
