MEMBER SUPPORT AGREEMENTMember Support Agreement • August 11th, 2021 • Astrea Acquisition Corp. • Blank checks • Delaware
This MEMBER SUPPORT AGREEMENT (this “Agreement”), dated as of August 9, 2021, is made by and among Astrea Acquisition Corp., a Delaware corporation (“Acquiror”), the Persons set forth on Schedule I hereto (the “Required Members”), Lexyl Travel Technologies, LLC, a Florida limited liability company (the “Company”). The Required Members, Acquiror and the Company shall be referred to herein from time to time collectively as the “Parties.”
MEMBER SUPPORT AGREEMENTMember Support Agreement • October 24th, 2023 • Learn CW Investment Corp • Blank checks • Delaware
This Member Support Agreement (this “Agreement”) is made as of October 24, 2023, by and among (i) Learn CW Investment Corporation, a Cayman Islands exempted company with limited liability (“Parent”), Learn SPAC Holdco, Inc. (“Holdco”), a Delaware corporation and a wholly owned subsidiary of Parent, (iii) Innventure LLC, a Delaware limited liability company (the “Company”), and (iv) the undersigned Company Members (the “Company Members” and each a “Company Member”).
MEMBER SUPPORT AGREEMENTMember Support Agreement • November 23rd, 2020 • GigCapital2, Inc. • Blank checks • Delaware
MEMBER SUPPORT AGREEMENT, dated as of November 20, 2020 (this “Agreement”), by and among GigCapital2, Inc., a Delaware corporation (“GigCapital2”), and certain of the members of Cloudbreak Health, LLC, a Delaware limited liability company (the “Company”), whose names appear on the signature pages of this Agreement (each, a “Member” and, collectively, the “Members”).
FORM OF MEMBER SUPPORT AGREEMENTMember Support Agreement • August 22nd, 2024 • Inflection Point Acquisition Corp. II • Blank checks
This MEMBER SUPPORT AGREEMENT (this “Agreement”), is dated as of August 21, 2024, by and among Inflection Point Acquisition Corp. II, a Cayman Islands exempted company limited by shares (which shall domesticate as a Delaware corporation prior to the Closing) (the “Purchaser”), the Persons set forth on Schedule I hereto (the “Supporting Members”) and USA Rare Earth, LLC, a Delaware limited liability company (the “Company”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Business Combination Agreement (as defined below).
MEMBER SUPPORT AGREEMENTMember Support Agreement • February 16th, 2021 • Forest Road Acquisition Corp. • Blank checks • Delaware
This MEMBER SUPPORT AGREEMENT (this “Agreement”), dated as of February 9, 2021, is made by and among Forest Road Acquisition Corp., a Delaware corporation (“Acquiror”), the Persons set forth on Schedule I hereto (the “Raine Members”), the Persons set forth on Schedule II hereto (the “Daikeler Trust Members”, and together with the Raine Members, each a “Required Member” and collectively, the “Required Members”) and The Beachbody Company Group, LLC, a Delaware limited liability company (the “Company”). The Required Members, Acquiror and the Company shall be referred to herein from time to time collectively as the “Parties.” Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement.
MEMBER SUPPORT AGREEMENTMember Support Agreement • April 18th, 2017 • Harmony Merger Corp. • Blank checks • Delaware
This Member Support Agreement, dated April 17, 2017 (this “Agreement”), is made and entered into by and among Harmony Merger Corp., a Delaware corporation (“Parent”), and each individual and entity listed on the signature pages hereto as a “Company Member” (each, a “Company Member”, and collectively, the “Company Members”). The Parent and the Company Members are sometimes individually referred to in this Agreement as a “Party” and collectively as the “Parties”.
MEMBER SUPPORT AGREEMENTMember Support Agreement • August 14th, 2020 • NTN Buzztime Inc • Television broadcasting stations • Delaware
This MEMBER SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of August ___, 2020, by and among NTN Buzztime, Inc., a Delaware corporation (“Parent”), Brooklyn Immunotherapeutics LLC, a Delaware limited liability (the “Company”), and each of the undersigned beneficial holders of Class A Units of the Company (each, a “Holder”).
member SUPPORT AGREEMENTMember Support Agreement • July 27th, 2021 • McAp Acquisition Corp • Blank checks • Delaware
MEMBER SUPPORT AGREEMENT, dated as of July 27, 2021 (this “Agreement”), by and among MCAP Acquisition Corporation, a Delaware corporation (“Parent”), AdTheorent Holding Company, LLC, a Delaware limited liability company (the “Company”), and certain members of the Company whose names appear on the signature pages of this Agreement (each, a “Member” and, collectively, the “Members”).
Member Support Agreement October 2019Member Support Agreement • October 17th, 2019
MEMBER SUPPORT AGREEMENTMember Support Agreement • June 9th, 2021 • Khosla Ventures Acquisition Co. • Blank checks
This Member Support Agreement (this “Agreement”) is dated as of June 9, 2021, by and among Khosla Ventures Acquisition Co., a Delaware corporation (“Acquiror”), the Persons set forth on Schedule I hereto (each, a “Member” and, collectively, the “Members”), Valo Health, LLC, a Delaware limited liability company (“Company Holdco”) and Valo Health, Inc., a Delaware Corporation and direct wholly owned subsidiary of Company Holdco (the “Company”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).
MEMBER SUPPORT AGREEMENTMember Support Agreement • September 23rd, 2021 • Cartesian Growth Corp • Blank checks • New York
This MEMBER SUPPORT AGREEMENT is made and entered into as of September 19, 2021 (this “Agreement”), by and among Cartesian Growth Corporation, an exempted company incorporated under the laws of the Cayman Islands (“SPAC”), Tiedemann Wealth Management Holdings, LLC, a Delaware limited liability company (“TWMH”), TIG Trinity GP, LLC, a Delaware limited liability company (“TIG GP”), TIG Trinity Management, LLC, a Delaware limited liability company (“TIG MGMT” and, together with TIG GP, the “TIG Entities” and, together with TWMH, each a “Company” and collectively the “Companies”), certain members of TWMH whose names appear on the signature pages of this Agreement (the “TWMH Members”), certain members of TIG GP whose names appear on the signature pages of this Agreement (the “TIG GP Members”) and certain members of TIG MGMT whose names appear on the signature pages of this Agreement (the “TIG MGMT Members” and, together with the TWMH Members and the TIG GP Members, each a “Member” and, coll
MEMBER SUPPORT AGREEMENTMember Support Agreement • July 24th, 2023 • BlueRiver Acquisition Corp. • Blank checks
This MEMBER SUPPORT AGREEMENT (this “Agreement”) is being executed and delivered as of July 21, 2023, by the Person named on the signature page hereto (the “Equityholder”), in favor of, and for the benefit of BlueRiver Acquisition Corp., a Cayman Islands exempted company (together with its successors, including the resulting Delaware corporation after the consummation of the Domestication (as defined below), “BlueRiver”), and Spinal Stabilization Technologies, LLC, a Texas limited liability company (together with its successors, including the surviving limited liability company in the Merger (as defined below), the “Company”). For purposes of this Agreement, BlueRiver, the Company and the Equityholder are each a “Party” and collectively the “Parties”. Each capitalized term used and not otherwise defined herein has the meaning ascribed to such term in the Merger Agreement (as defined below).
