LF CAPITAL ACQUISITION CORP. II 1909 Woodall Rodgers Freeway, Suite 500 Dallas, TX 75201 March___, 2021Letter Agreement • March 19th, 2021 • LF Capital Acquisition Corp. II • Blank checks • New York
This letter agreement, dated as of the date hereof (this “Agreement”), by and between LF Capital Acquisition Corp. II (the “Company”) and Level Field Capital II, LLC (“Sponsor”), will confirm our agreement that, commencing on the date the securities of the Company are first listed on the NASDAQ Stock Market, LLC (the “Listing Date”), pursuant to a Registration Statement on Form S-1 and prospectus filed with the U.S. Securities and Exchange Commission (the “Registration Statement”) and continuing until the earlier of the consummation by the Company of an initial business combination or the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”):
LF Capital Acquisition Corp. II 1909 Woodall Rodgers Freeway, Suite 500 Dallas, TX 75201LF Capital Acquisition Corp. II • March 19th, 2021 • Blank checks • Delaware
LF Capital Acquisition Corp. II, a Delaware corporation (the “Company”), is pleased to accept the offer Level Field Capital II, LLC, a Delaware limited liability company (the “Subscriber” or “you”), has made to purchase 100 shares of the Company’s common stock (the “Shares”), $0.0001 par value per share, which shall automatically split and be reclassified into 6,468,750 shares of the Company’s Class B common stock, $0.0001 par value per share (the “Class B Common Stock”) upon the effectiveness of the Certificate of Amendment to the Company’s Certificate of Incorporation attached hereto as Exhibit A (the “Amendment”), up to 843,750 of which are subject to complete or partial forfeiture by you if the underwriters of the Company’s initial public offering (“IPO”) do not fully exercise their over-allotment option (the “Over-allotment Option”). For the purposes of this Agreement, references to “Common Stock” are to, collectively, the Class B Common Stock and the Company’s Class A common stoc
