AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • May 25th, 2022 • Legato Merger Corp. Ii • Blank checks • Delaware
This AGREEMENT AND PLAN OF MERGER (as amended, modified or supplemented from time to time, this “Agreement”) is made and entered into as of May 25, 2022, by and among Legato Merger Corp. II, a Delaware corporation (“Parent”), Legato Merger Sub Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and Southland Holdings LLC, a Texas limited liability company (the “Company”). Parent, Merger Sub and the Company are sometimes referred to individually as a “Party” and collectively as the “Parties”. Except as otherwise indicated, capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in Exhibit A.
COMPANY MEMBER SUPPORT AGREEMENTCompany Member Support Agreement • May 25th, 2022 • Legato Merger Corp. Ii • Blank checks
This COMPANY MEMBER SUPPORT AGREEMENT, dated as of May [●], 2022 (this “Agreement”), is entered into by and among the members listed on Exhibit A hereto (each, a “Member”), Southland Holdings, LLC, a Texas limited liability company (the “Company”), and Legato Merger Corp. II, a Delaware corporation (“Parent”). Capitalized terms used but not defined in this Agreement shall have the meanings ascribed to them in the Merger Agreement (as defined below).
LOCK-UP AGREEMENTLock-Up Agreement • May 25th, 2022 • Legato Merger Corp. Ii • Blank checks • Delaware
This LOCK-UP AGREEMENT (this “Agreement”) is made as of May [●], 2022 by and among Legato Merger Corp. II, a Delaware corporation (the “Company”), and each other Person identified on Schedule A attached hereto (the “Schedule of Holders”) as of the date hereof.
