Sponsor Forfeiture Agreement Sample Contracts

Standard Contracts

SPONSOR FORFEITURE AGREEMENT
Sponsor Forfeiture Agreement • June 17th, 2022 • JATT Acquisition Corp • Blank checks

This Sponsor Forfeiture Agreement (this “Agreement”) is entered into as of June 16, 2022, by and among JATT Ventures, L.P., a Cayman Islands exempted company (the “Sponsor”), JATT Acquisition Corp, a Cayman Islands exempted company (“SPAC”) and Zura Bio Limited, a limited company incorporated under the laws of England and Wales (the “Company). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Business Combination Agreement (as defined below).

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SPONSOR FORFEITURE AGREEMENT
Sponsor Forfeiture Agreement • December 1st, 2022 • Iris Acquisition Corp • Blank checks

This Sponsor Forfeiture Agreement (this “Agreement”) is entered into as of November 30, 2022, by and between Iris Acquisition Holdings LLC, a Delaware limited liability company (the “Sponsor”) and Iris Acquisition Corp, a Delaware corporation (the “SPAC”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Business Combination Agreement (as defined below).

SPONSOR FORFEITURE AGREEMENT
Sponsor Forfeiture Agreement • April 26th, 2024 • BurTech Acquisition Corp. • Blank checks

This Sponsor Forfeiture Agreement (this “Agreement”) is entered into as of April 22, 2024, by and between BurTech LP LLC, a Delaware limited liability company (the “Sponsor”), and BurTech Acquisition Corp., a Delaware corporation (the “SPAC”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Business Combination Agreement (as defined below).

SPONSOR FORFEITURE AGREEMENT
Sponsor Forfeiture Agreement • August 22nd, 2022 • JATT Acquisition Corp • Biological products, (no disgnostic substances)

This Sponsor Forfeiture Agreement (this “Agreement”) is entered into as of June 16, 2022, by and among JATT Ventures, L.P., a Cayman Islands exempted company (the “Sponsor”), JATT Acquisition Corp, a Cayman Islands exempted company (“SPAC”) and Zura Bio Limited, a limited company incorporated under the laws of England and Wales (the “Company). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Business Combination Agreement (as defined below).

SPONSOR FORFEITURE AGREEMENT
Sponsor Forfeiture Agreement • January 9th, 2023 • Nocturne Acquisition Corp • Blank checks

Reference is made to that certain Agreement and Plan of Merger and Reorganization dated as of the date hereof (as amended from time to time in accordance with its terms, the “Merger Agreement”), dated as of the date hereof, by and among Nocturne Acquisition Corporation, a Cayman Islands exempted company listed on the Nasdaq Stock Market (which shall transfer by way of continuation to and domesticate as a Delaware corporation prior to the Closing (as defined in the Merger Agreement)) (“Nocturne”), Nocturne Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Nocturne, and Cognos Therapeutics, Inc., a Delaware corporation (the “Company”). Capitalized terms used herein, but not defined herein, shall have the meanings ascribed to them in the Merger Agreement.

FORM OF SPONSOR FORFEITURE AGREEMENT] Big Rock Partners Acquisition Corp.
Sponsor Forfeiture Agreement • May 12th, 2021 • Big Rock Partners Acquisition Corp. • Pharmaceutical preparations

Big Rock Partners Sponsor, LLC (“Sponsor”) and BRAC Lending Group LLC (“BRAC”) hold shares of common stock of Big Rock Partners Acquisition Corp. (“BRPA”), par value $0.001 per share (“BRPA Common Stock”). It is a condition to the consummation (“Closing”) of the transactions contemplated under the Agreement and Plan of Merger, dated as of December 13, 2020 (as amended, the “Merger Agreement”) by and among BRPA, Big Rock Merger Corp., and NeuroRx, Inc., that Sponsor and BRAC enter into an agreement with BRPA providing for the forfeiture and escrow of certain shares of BRPA Common Stock. Accordingly, Sponsor, BRAC, and BRPA agree as follows:

FORM OF AMENDED AND RESTATED SPONSOR FORFEITURE AGREEMENT
Sponsor Forfeiture Agreement • February 14th, 2024 • Nocturne Acquisition Corp • Electromedical & electrotherapeutic apparatus • New York

This amended and restated letter agreement (the “A&R Letter Agreement”) amends, restates, supersedes and replaces in its entirety the Original Letter Agreement. Any reference to the Original Letter Agreement in the Merger Agreement or any other agreement, document, instrument or certificate entered into or issued in connection therewith shall hereafter mean this A&R Letter Agreement.

SPONSOR FORFEITURE AGREEMENT
Sponsor Forfeiture Agreement • January 6th, 2023 • FG Merger Corp. • Blank checks

This Sponsor Forfeiture Agreement (this “Agreement”) is entered into as of January 5, 2023, by and among FG Merger Investors LLC, a Delaware limited liability company (the “Sponsor”), FG Merger Corp., a Delaware corporation (“SPAC”) and iCoreConnect Inc., a Nevada corporation (the “Company”). SPAC, the Company and the Sponsor are referred to herein individually as a “Party” and collectively as the “Parties”. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Merger Agreement.

Big Rock Partners Acquisition Corp.
Sponsor Forfeiture Agreement • May 28th, 2021 • NRX Pharmaceuticals, Inc. • Pharmaceutical preparations

Big Rock Partners Sponsor, LLC (“Sponsor”) and BRAC Lending Group LLC (“BRAC”) hold shares of common stock of Big Rock Partners Acquisition Corp. (“BRPA”), par value $0.001 per share (“BRPA Common Stock”). It is a condition to the consummation (“Closing”) of the transactions contemplated under the Agreement and Plan of Merger, dated as of December 13, 2020 (as amended, the “Merger Agreement”) by and among BRPA, Big Rock Merger Corp., and NeuroRx, Inc., that Sponsor and BRAC enter into an agreement with BRPA providing for the forfeiture and escrow of certain shares of BRPA Common Stock. Accordingly, Sponsor, BRAC, and BRPA agree as follows:

Big Rock Partners Acquisition Corp.
Sponsor Forfeiture Agreement • May 26th, 2021 • Big Rock Partners Sponsor, LLC • Pharmaceutical preparations

Big Rock Partners Sponsor, LLC (“Sponsor”) and BRAC Lending Group LLC (“BRAC”) hold shares of common stock of Big Rock Partners Acquisition Corp. (“BRPA”), par value $0.001 per share (“BRPA Common Stock”). It is a condition to the consummation (“Closing”) of the transactions contemplated under the Agreement and Plan of Merger, dated as of December 13, 2020 (as amended, the “Merger Agreement”) by and among BRPA, Big Rock Merger Corp., and NeuroRx, Inc., that Sponsor and BRAC enter into an agreement with BRPA providing for the forfeiture and escrow of certain shares of BRPA Common Stock. Accordingly, Sponsor, BRAC, and BRPA agree as follows:

SPONSOR FORFEITURE AGREEMENT
Sponsor Forfeiture Agreement • August 19th, 2022 • Rubicon Technologies, Inc. • Services-prepackaged software • New York

This SPONSOR FORFEITURE AGREEMENT (this “Agreement”) is made and entered into as of August 15, 2022, by and among Founder SPAC, a Cayman Islands exempted company (“Founder”), Founder SPAC Sponsor LLC, a Delaware limited liability company (“Sponsor”), and Rubicon Technologies, LLC, a Delaware limited liability company (“Rubicon,” and together with Founder and Sponsor, each a “Party” and collectively, the “Parties”).

SPONSOR FORFEITURE AGREEMENT
Sponsor Forfeiture Agreement • August 22nd, 2024 • Yotta Acquisition Corp • Agricultural prod-livestock & animal specialties

This Sponsor Forfeiture Agreement (this “Agreement”) is entered into as of August 20, 2024, by and among Yotta Investment LLC, a Delaware limited liability company (“Sponsor”), Yotta Acquisition Corporation, a Delaware corporation (“Parent”) and DRIVEiT Financial Auto Group, Inc., a Maryland corporation (the “Company”). Parent, the Company and Sponsor are referred to herein individually as a “Party” and collectively as the “Parties”. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Merger Agreement.

SPONSOR FORFEITURE AGREEMENT
Sponsor Forfeiture Agreement • February 11th, 2021 • CM Life Sciences, Inc. • Blank checks
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