REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 29th, 2023 • Holdco Nuvo Group D.G Ltd. • New York
This Registration Rights Agreement (this “Agreement”), dated as of [●], 2023, is made and entered into by and among Holdco Nuvo Group D.G Ltd., a limited liability company organized under the laws of the State of Israel (the “Company”), Nuvo Group Ltd., a limited liability company organized under the laws of the State of Israel (“Nuvo”), LAMF Global Ventures Corp. I, a Cayman Islands exempted company (“SPAC”), LAMF SPAC Holdings I LLC, a Cayman Islands limited liability company (“SPAC Sponsor”), the executive officers and directors of SPAC as of immediately prior to the consummation of the transactions contemplated by the Business Combination Agreement (as defined below), LAMF SPAC I LLC, Nweis Investments LLC, Atoe LLC, 10X LLC, 10X LAMF SPAC SPV LLC, Cohen Sponsor LLC – A16 RS and ASCJ Global LLC – Series 16 (collectively, the “SPAC Sponsor Members”) (such executive officers and directors, together with the SPAC Sponsor Members and SPAC Sponsor, the “Sponsor Parties”), and certain sh
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • September 29th, 2023 • Holdco Nuvo Group D.G Ltd.
This Sponsor Support Agreement (this “Support Agreement”) is dated as of August 17, 2023, by and among LAMF Global Ventures Corp. I, a Cayman Islands exempted company (“SPAC”), Nuvo Group Ltd., a limited liability company organized under the laws of the State of Israel (the “Company”), Holdco Nuvo Group D.G. Ltd., a limited liability company organized under the laws of the State of Israel (“Holdco”), LAMF SPAC Holdings I LLC, a Cayman Islands limited liability company (the “Sponsor”) and the directors and executive officers of SPAC whose names appear on the signature pages of this Support Agreement (such shareholders and affiliates, the “Insiders”, and together with the Sponsor, the “Sponsor Parties” and individually, a “Sponsor Party”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Business Combination Agreement (as defined below).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 29th, 2023 • Holdco Nuvo Group D.G Ltd.
This SECURITIES PURCHASE AGREEMENT (this “Agreement”) made as of [●], 2023 (the “Effective Date”), is entered into by and between NUVO GROUP LTD., Registration No. 513849000, a company organized under the laws of the State of Israel (the “Company”, and, as applicable, the Company and its Subsidiaries, taken together (in particular, where such entities are taken together under the BCA (as defined below))), Holdco Nuvo Group D.G Ltd., a limited liability company organized under the laws of the State of Israel (“Holdco”) and the purchaser(s) identified in Schedule 1 attached hereto (the “Purchaser”).
SHAREHOLDER SUPPORT AGREEMENTShareholder Support Agreement • September 29th, 2023 • Holdco Nuvo Group D.G Ltd. • Delaware
This Shareholder Support Agreement (this “Agreement”) is dated as of August 17, 2023, by and among LAMF Global Ventures Corp. I, a Cayman Islands exempted company (“SPAC”), the Persons set forth on Schedule I hereto (each, a “Company Shareholder” and, collectively, the “Company Shareholders”), Nuvo Group Ltd., a company organized under the laws of the State of Israel (the “Company”), and Holdco Nuvo Group D.G. Ltd., a limited liability company organized under the laws of the State of Israel (“Holdco”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Business Combination Agreement (as defined below).
MASTER PURCHASE AGREEMENT FOR FETAL/MATERNAL MONITORING PRODUCTSMaster Purchase Agreement • September 29th, 2023 • Holdco Nuvo Group D.G Ltd.
PHILIPS ELECTRONICS NEDERLAND B.V. and its Affiliates (hereinafter referred to as “Philips”), also acting for the benefit of Participants (as defined hereinafter),
