FORM OF DIRECTOR NOMINATING AGREEMENTForm of Director Nominating Agreement • November 12th, 2019 • GPAQ Acquisition Holdings, Inc. • Delaware
Contract Type FiledNovember 12th, 2019 Company JurisdictionTHIS DIRECTOR NOMINATING AGREEMENT (this “Agreement”) is made as of [________________], by and among GPAQ Acquisition Holdings, Inc., a Delaware corporation (“Holdings”), Gordon Pointe Management, LLC (together with its permitted successors and assigns hereunder, the “Sponsor”), HOF Village, LLC, a Delaware limited liability company (together with its permitted successors and assigns hereunder, “HOFV”), and the National Football Museum, Inc., an Ohio non-profit corporation (together with its permitted assigns and successors hereunder, “PFHOF” and together with the Sponsor and HOFV, the “Designated Shareholders”). Holdings, the Sponsor, HOFV and PFHOF are each a “Party” and are collectively the “Parties.” Capitalized terms used but not defined herein shall have the respective meanings assigned to them in the Merger Agreement (as defined below).