Backstop Agreement Sample Contracts
BACKSTOP AGREEMENTBackstop Agreement • November 22nd, 2023 • OpSec Holdings • Electronic components & accessories • New York
THIS BACKSTOP AGREEMENT, dated as of April 25, 2023 (this “Agreement”), by and among Europe Acquisition Holdings Limited, a Cayman Islands exempted company and having its registered office at Paget-Brown Financial Services Limited, Century Yard, Cricket Square, PO Box 1111, George Town, Grand Cayman, Cayman Islands KY1-1102 (“Sponsor”), Investcorp Europe Acquisition Corp I, a Cayman Islands exempted company incorporated with limited liability with registered number 373300 and whose registered office is at Paget-Brown Financial Services Limited, Century Yard, Cricket Square, P.O. Box 1111, George Town, Grand Cayman KY1-1102, Cayman Islands (“SPAC”), Orca Holdings Limited, a Cayman Islands exempted company incorporated with limited liability and having its registered office at Paget-Brown Financial Services Limited, Century Yard, Cricket Square, P.O. Box 1111, George Town, Grand Cayman KY1-1102, Cayman Islands (the “Company”), and OpSec Holdings, a Cayman Islands exempted company incorpo
Standard Contracts
BACKSTOP AGREEMENTBackstop Agreement • March 15th, 2019 • Reebonz Holding LTD • Retail-catalog & mail-order houses • New York
EXHIBIT 10.12 BACKSTOP AGREEMENT THIS BACKSTOP AGREEMENT (the "AGREEMENT") is made as of December 15, 2003 by and between Liberte Investors Inc., a Delaware corporation (the "COMPANY") and Hunter's Glen/Ford, Ltd., a Texas limited partnership...Backstop Agreement • December 15th, 2003 • Liberte Investors Inc • Blank checks • Delaware
BACKSTOP AGREEMENTBackstop Agreement • October 14th, 2022 • New York
WHEREAS, the Company and the Backstoppers, in their capacities as holders of Jaguar’s $165.0 million 4.5% Senior Unsecured Convertible Notes due November 1, 2014 (the “4.5% Convertible Notes”) and/or $103.5 million 5.5% Senior Unsecured Convertible Notes due March 31, 2016 (the “5.5% Convertible Notes”, together with the 4.5% Convertible Notes, the “Notes”), are party to a Support Agreement dated the date hereof (together with the Schedules thereto, the “Support Agreement”) regarding the principal aspects of a series of transactions (collectively, the “Transaction”) under which it is contemplated that, among other things, the Notes and potentially certain other unsecured claims will be compromised and extinguished in exchange for common shares in the capital of reorganized Jaguar (the “New Jaguar Common Shares”) and the right for eligible subscribers to participate in an offering (the “Share Offering”) of 70,955,797i New Jaguar Common Shares (the “Offering Shares”), all as more fully d
BACKSTOP AGREEMENTBackstop Agreement • October 7th, 2021 • Alberton Acquisition Corp • Construction - special trade contractors • New York
This AGREEMENT (this “Agreement”) is made as of this 4th day of October, 2021 by and between Alberton Acquisition Corporation, a British Virgin Islands exempted company (the “Company”) and Nana Feng_(“Buyer”).
BACKSTOP AGREEMENTBackstop Agreement • January 24th, 2022 • Venus Acquisition Corp • Services-computer programming services • New York
This BACKSTOP AGREEMENT (this “Agreement”) is made as of this 24th day of January, 2022 by and between (i) Venus Acquisition Corporation (“SPAC” or “Issuer”), a Cayman Islands exempted company, and (ii) WiMi Hologram Cloud Inc., a company incorporated in the Cayman Islands (“Buyer”).
EX-99.1 2 dex991.htm BACKSTOP AGREEMENT BACKSTOP AGREEMENTBackstop Agreement • May 5th, 2020 • Delaware
This Backstop Agreement (the “Agreement”) is made as of August 16, 2006 by and between J. L. Halsey Corporation (the “Company”) and LDN Stuyvie Partnership (“LDN”). Except as otherwise indicated herein, capitalized terms used herein are defined in Section 8 hereof.
AMENDED AND RESTATED BACKSTOP AGREEMENTBackstop Agreement • January 27th, 2015 • Signature Group Holdings, Inc. • Wholesale-electrical apparatus & equipment, wiring supplies • New York
This AMENDED AND RESTATED BACKSTOP AGREEMENT (this “Agreement”) is dated as of January 26, 2015, and is made and entered into by and between Aleris Corporation, a Delaware corporation (“Parent”), and Signature Group Holdings, Inc., a Delaware corporation (“Holdings”). Each of Parent and Holdings is sometimes referred to herein as a “Party” and collectively as the “Parties”.
Exhibit 10.1 CD HOLDING LLC --------------------------------------------------- ----------------------------- 411 West Putnam Avenue Greenwich, CT 06830 (203) 862-7000 April 14, 2004 Sent Via Facsimile (405) 848-8816 --------------- Ms. Lisa Holbrook...Backstop Agreement • May 12th, 2004 • Gulfport Energy Corp • Crude petroleum & natural gas
BACKSTOP AGREEMENTBackstop Agreement • November 14th, 2019 • Williams Industrial Services Group Inc. • Heavy construction other than bldg const - contractors • Delaware
This Backstop Agreement (this “Agreement”), is made and entered into as of the date set forth on the signature page hereto, by and between Williams Industrial Services Group Inc., a Delaware corporation (the “Company”), and Wynnefield Capital, Inc., as backstop purchaser (the “Backstop Purchaser”).
FIRST AMENDMENT TO BACKSTOP AGREEMENTBackstop Agreement • May 9th, 2022 • Duddell Street Acquisition Corp. • Services-business services, nec
This First Amendment to Backstop Agreement (this “Amendment”), dated as of May 9, 2022, is entered into by and among the undersigned and amends that certain Backstop Agreement, dated as of November 7, 2021 (the “Backstop Agreement”), by and among Duddell Street Acquisition Corp., a Cayman Islands exempted company (together with its successors, “DSAC”), Maso Capital Investments Limited, a Cayman Islands exempted company (“MCIL”), Blackwell Partners LLC – Series A, a Delaware limited liability company (“Blackwell”), and Star V Partners LLC, a Tennessee limited liability company (“Star” and together with MCIL and Blackwell, collectively, the “Purchasers” and each, a “Purchaser”). The Purchasers, together with DSAC and FiscalNote Holdings, Inc., are referred to herein as the “Parties” and each a “Party.” Capitalized terms used but not defined in this Amendment have the meanings assigned to them in the Backstop Agreement.
BACKSTOP AGREEMENTBackstop Agreement • July 23rd, 2018 • SMTC Corp • Printed circuit boards • Delaware
This Backstop Agreement (the “Agreement”) is made as of __________, 2018 by and between SMTC Corporation, a Delaware corporation (the “Company”) and __________ (“__________”). Except as otherwise indicated herein, capitalized terms used herein are defined in Section 8 hereof.
BACKSTOP AGREEMENTBackstop Agreement • October 20th, 2023 • FaZe Holdings Inc. • Services-miscellaneous amusement & recreation • Delaware
This BACKSTOP AGREEMENT (this “Agreement”), dated as of October 19, 2023, is made by and among GameSquare Holdings, Inc., a British Columbia corporation (the “Company”) and Goff & Jones Lending Co, LLC, a Delaware limited liability company (the “Investor”.
ContractBackstop Agreement • May 5th, 2020 • New York
EX-10.1 2 ex101ericksonbackstopagree.htm EXHIBIT 10.1 BACKSTOP AGREEMENT BACKSTOP AGREEMENT BETWEEN ERICKSON INCORPORATED AND THE INVESTORS IDENTIFIED AS SUCH HEREIN Dated as of [●], 2017 TABLE OF CONTENTS PAGE 1.The Rights Offering 3 2.The Backstop Commitment 5 3.Representations and Warranties of the Company. 11 4.Representations and Warranties of the Investors 15 5.Additional Covenants of the Company 17 6.Additional Covenants of the Investors 22 7.Conditions to the Obligations of the Investors 23 8.Conditions to the Obligations of the Company 26 9.Survival of Representations and Warranties 27 10.Termination 27 11.Commercially Reasonable Efforts 30 12.Notices 31 13.Survival 33 14.Headings 33 15.Severability 33 16.Assignment; Third Party Beneficiaries 33 17.Complete Agreement 33 18.Governing law; Waiver of Trial by Jury 34 19.Counterparts 34 20.Amendments and Waivers 34 21.Specific Performance 35 22.Other Interpretive Matters 35 23.Further Assurances 36 24.No Reliance 36 25.No Interpre
BACKSTOP AGREEMENTBackstop Agreement • August 23rd, 2021 • Live Oak Acquisition Corp II • Semiconductors & related devices • Delaware
This BACKSTOP AGREEMENT (this “Agreement”), dated as of August 20, 2021, is made by and among Live Oak Acquisition Corp. II, a Delaware corporation (“LOKB”), Live Oak Sponsor Partners II, LLC, a Delaware limited liability company (the “Sponsor”), and Encompass Capital Advisors LLC, a Delaware limited liability company (“Encompass”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Business Combination Agreement (as defined below).
BACKSTOP AGREEMENTBackstop Agreement • December 2nd, 2021 • KORE Group Holdings, Inc. • Telephone communications (no radiotelephone) • Delaware
INDENTURE dated as of [ ], 2021 between KORE WIRELESS GROUP, INC., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01), KORE GROUP HOLDINGS, INC., as guarantor (the “Guarantor”) and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).
BACKSTOP AGREEMENTBackstop Agreement • May 5th, 2020 • North Carolina
THIS AGREEMENT (the "Agreement") is made as of the 20th day of May, 2015 (the "Effective Date"), by TRIBRIDGE RESIDENTIAL, LLC, a Georgia limited liability company ("TriBridge") and BLUEROCK RESIDENTIAL GROWTH REIT, INC., a Maryland corporation ("Bluerock Guarantor").
AMENDMENT NO. 1 TO BACKSTOP AGREEMENTBackstop Agreement • December 22nd, 2023 • Vast Renewables LTD • Electric services
This Amendment No. 1 (this "Amendment") to the Backstop Agreement, dated as of October 23, 2023 (the "Backstop Agreement"), by and among Vast Renewables Limited, an Australian public company limited by shares ("Vast" or "Issuer") and Nabors Lux 2 S.A.R.L., a société à responsabilité limitée registered in Luxembourg ("Nabors"), is dated as of December 8, 2023 (the "Effective Date"). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Backstop Agreement.
AMENDMENT NO. 1 TO BACKSTOP AGREEMENTBackstop Agreement • March 15th, 2019 • Reebonz Holding LTD • Retail-catalog & mail-order houses
This Amendment No. 1, dated as of March 14, 2019 (this “Amendment) to that certain Backstop Agreement (the “Agreement”) dated December 14, 2018 by and among (i) Draper Oakwood Technology Acquisition, Inc., a Delaware corporation (the “Company”), (ii) Reebonz Holding Limited (f/k/a DOTA Holdings Limited), a Cayman Islands exempted company (“Pubco”), (iii) the investor identified on the signature page hereto (“Investor”), and (iv) for certain limited purposes, Cowen and Company, LLC (the “Broker”), is intended to effectuate the following changes to the Agreement.
JCP III SM AIV, L.P.Backstop Agreement • May 18th, 2020 • Neurotrope, Inc. • Pharmaceutical preparations • Delaware
Reference is made to the Agreement and Plan of Merger, dated May 17, 2020 (the “Merger Agreement”), by and among Petros Pharmaceuticals, Inc., a Delaware corporation (“Parent”), PM Merger Sub 1, LLC, a Delaware limited liability company and direct wholly owned subsidiary of Parent (“Merger Sub 1”), PN Merger Sub 2, Inc., a Delaware corporation and direct wholly owned subsidiary of Parent (“Merger Sub 2”), Neurotrope, Inc., a Nevada corporation (“Neurotrope”), and Metuchen Pharmaceuticals LLC, a Delaware limited liability company (“Metuchen”), and the transactions contemplated thereby subject to the terms and conditions set forth therein (the “Mergers”). Capitalized terms used but not defined in this letter agreement (this “Backstop Agreement”) shall have the meanings ascribed to them in the Merger Agreement. This Backstop Agreement is being delivered to Neurotrope in connection with the execution of the Merger Agreement and to induce Neurotrope to enter into the Merger Agreement.
BACKSTOP AGREEMENTBackstop Agreement • November 12th, 2015 • Bluerock Residential Growth REIT, Inc. • Real estate investment trusts • Florida
THIS AGREEMENT (the “Agreement”) is made as of the 20th day of August, 2015 (the “Effective Date”), by MPC PARTNERSHIP HOLDINGS LLC, a Georgia limited liability company (“Carroll Guarantor”), and CARROLL MANAGEMENT GROUP, LLC, a Georgia limited liability company (“Property Manager”) and BLUEROCK RESIDENTIAL GROWTH REIT, INC., a Maryland corporation (“Bluerock Guarantor” and together with the Carroll Guarantor, collectively, the “Guarantors” and each a “Guarantor”).
FOURTH AMENDMENT TO THE BACKSTOP AGREEMENTBackstop Agreement • April 30th, 2014 • Jaguar Mining Inc • Metal mining • New York
This Fourth Amendment (this “Fourth Amendment”) dated as of March 14, 2014, among (a) Jaguar Mining Inc. (“Jaguar” or the “Company”), (b) its subsidiaries, MCT Mineração Ltda., Mineração Turmalina Ltda. and Mineração Serras do Oeste Ltda. (collectively, the “Subsidiaries”), and (c) each of the other signatories hereto (each a “Backstopper” and collectively the “Backstoppers”), amends the Backstop Agreement dated as of November 13, 2013, among the Company, the Subsidiaries and the Backstoppers party thereto, as amended by the First Amendment dated as of December 3, 2013, the Second Amendment dated as of February 11, 2014 and the Third Amendment dated as of February 28, 2014 (the “Backstop Agreement”) to the extent, and on the terms and conditions, set forth herein. The Backstoppers, the Company and the Subsidiaries are collectively referred to in this Fourth Amendment as the “Parties” and each (including each Backstopper, individually) is a “Party”.
BACKSTOP AGREEMENTBackstop Agreement • July 5th, 2022 • Health Sciences Acquisitions Corp 2 • Blank checks • Delaware
This Backstop Agreement (this “Agreement”) is entered into as of July 4, 2022, by and among Health Sciences Acquisitions Corporation 2, a Cayman Islands exempted company (which shall deregister in the Cayman Islands and domesticate as a Delaware corporation prior to the Merger Closing, “Parent”), Orchestra BioMed, Inc., a Delaware corporation (the “Company”), and the purchasing parties signatory hereto (the “Purchasing Parties”). Capitalized terms used but not defined in this Agreement shall have the meanings ascribed to such terms in that certain Agreement and Plan of Merger, dated as of the date of this Agreement, by and among Parent, the Company and HSAC Olympus Merger Sub, Inc. (the “Merger Agreement”).
THIRD AMENDMENT TO THE BACKSTOP AGREEMENTBackstop Agreement • April 30th, 2014 • Jaguar Mining Inc • Metal mining • New York
This Third Amendment (this “Third Amendment”) dated as of February 28, 2014, among (a) Jaguar Mining Inc. (“Jaguar” or the “Company”), (b) its subsidiaries, MCT Mineração Ltda., Mineração Turmalina Ltda. and Mineração Serras do Oeste Ltda. (collectively, the “Subsidiaries”), and (c) each of the other signatories hereto (each a “Backstopper” and collectively the “Backstoppers”), amends the Backstop Agreement dated as of November 13, 2013, among the Company, the Subsidiaries and the Backstoppers party thereto, as amended by the First Amendment dated as of December 3, 2013 and the Second Amendment dated as of February 11, 2014 (the “Backstop Agreement”) to the extent, and on the terms and conditions, set forth herein. The Backstoppers, the Company and the Subsidiaries are collectively referred to in this Third Amendment as the “Parties” and each (including each Backstopper, individually) is a “Party”.
BACKSTOP AGREEMENTBackstop Agreement • September 20th, 2010 • China New Energy Group CO • Natural gas distribution • New York
This BACKSTOP AGREEMENT dated as of September 14, 2010 (this “Agreement”) is by and between China New Energy Group Company, a Delaware corporation (the “Company”), and China Hand Fund I, LLC, a Delaware limited liability company (the “Investor”). Capitalized terms not defined herein shall have the meaning ascribed to them in the Purchase Agreement (as defined below).
BACKSTOP AGREEMENTBackstop Agreement • November 27th, 2024 • Aimfinity Investment Merger Sub I • Surgical & medical instruments & apparatus • New York
This AGREEMENT (this “Agreement”) is made as of this 16th day of October, 2024 by and among Aimfinity Investment Corp. I, a Cayman Islands exempted company (the “Company”), Aimfinity Investment Merger Sub I, a Cayman Islands exempted company and wholly-owned subsidiary of the Company (“Purchaser”) and Family Inheritance Consulting (H.K.) Limited (Registration Number 2806718), with an address at 13F-5, No. 35, Xihua S. St., West Central Dist., Tainan City 700, Taiwan (R.O.C.) (“Buyer”).
BACKSTOP AGREEMENTBackstop Agreement • October 24th, 2023 • Nabors Energy Transition Corp. • Blank checks • Delaware
This BACKSTOP AGREEMENT (this “Agreement”) is made as of this 19th day of October, 2023 by and between Vast Solar Pty Ltd, an Australian proprietary company limited by shares (“Vast” or “Issuer”) and Nabors Lux 2 S.a.r.l., a société à responsabilité limitée registered in Luxembourg (“Nabors”). Capitalized terms not otherwise defined herein shall have the same meaning ascribed to such terms in the Acquisition Agreement (as defined below).
BACKSTOP AGREEMENTBackstop Agreement • August 1st, 2023 • Welsbach Technology Metals Acquisition Corp. • Miscellaneous electrical machinery, equipment & supplies • New York
This Backstop Agreement (the “Agreement”) is made as of 3 May 2023 by and between Welsbach Technology Metals Acquisition Corp. (the “Company”) and Welsbach Holdings Pte Ltd (“WHPL”).
BACKSTOP AGREEMENTBackstop Agreement • May 2nd, 2023 • Compute Health Acquisition Corp. • Blank checks • Delaware
This Backstop Agreement (this “Agreement”) is entered into as of May 2, 2023, by and among the Person or Persons set forth on Schedule I attached hereto (each, an “Investor” and collectively, the “Investors”), Hunter Ventures Limited (the “Noteholder”), Allurion Technologies Holdings, Inc., a Delaware corporation and direct, wholly-owned subsidiary of the Company (as defined below) (“Pubco”), and Allurion Technologies, Inc., a Delaware corporation (the “Company” and collectively with the Investors, the Noteholder and Pubco, the “Parties”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Business Combination Agreement (as defined below).
EXHIBIT 2Backstop Agreement • January 14th, 2008 • Hudson Bay Capital Management, L.P. • Agricultural services • New York
BACKSTOP AGREEMENTBackstop Agreement • September 6th, 2022 • Gores Holdings VIII Inc. • Industrial organic chemicals • Delaware
This Backstop Agreement (this “Agreement”) is entered into as of September 5, 2022, by and among Gores Holdings VIII, Inc., a Delaware corporation (the “Company”), Footprint International Holdco, Inc., a Delaware corporation (“Footprint”), and 222 Investments, LLC, a Delaware limited liability company (the “Purchaser”). Capitalized terms used but not defined in this Agreement shall have the meaning ascribed to such terms in that certain Agreement and Plan of Merger, dated as of December 13, 2021, by and among the Company, Footprint, Frontier Merger Sub, Inc., a Delaware corporation, and Frontier Merger Sub II, LLC, a Delaware limited liability company (as amended, modified, supplemented or waived from time to time in accordance with its terms, the “Merger Agreement”).
DATED 18 November 2014 NAVIOS MARITIME MIDSTREAM PARTNERS L.P. (1) as Beneficiary and NAVIOS MARITIME ACQUISITION CORPORATION (2) as Obligor BACKSTOP AGREEMENTBackstop Agreement • March 17th, 2015 • Navios Maritime Midstream Partners LP • Deep sea foreign transportation of freight
AMENDMENT TO BACKSTOP AGREEMENTBackstop Agreement • June 14th, 2019 • SMTC Corp • Printed circuit boards • Delaware
This Amendment to Backstop Agreement (the “Amendment”) is made as of June 11, 2019, by and between SMTC Corporation, a Delaware corporation (the “Company”), and Gregory Weaver (“GW”). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to them in the Agreement (as defined below).
Ucommune and Orisun Entered Into Backstop Agreements for $53 Million Funding Including Investment From Green Better Limited, a Subsidiary of Xiaomi (HKEX: 1810), and Sunshine 100 China (HKEX: 2608)Backstop Agreement • August 24th, 2020 • Orisun Acquisition Corp. • Blank checks
● Ucommune is the largest agile office space manager and co-working community operator in China. Its early investors include Sequoia Capital China, Matrix Partners China, Sinovation Ventures, and ZhenFund.
BACKSTOP AGREEMENT AMONG AMC ENTERTAINMENT HOLDINGS, INC., EACH OF THE OTHER CREDIT PARTIES LISTED ON SCHEDULE 1 HERETO, AND THE BACKSTOP PARTIES PARTY HERETO Dated as of July 10, 2020Backstop Agreement • July 10th, 2020 • Amc Entertainment Holdings, Inc. • Services-motion picture theaters • New York
THIS BACKSTOP COMMITMENT AGREEMENT (together with the exhibits attached hereto and as may be amended, restated, supplemented, or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), dated as of July 10, 2020, is made by and among:
