SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • November 22nd, 2023 • OpSec Holdings • Electronic components & accessories
THIS SPONSOR SUPPORT AGREEMENT, dated as of April 25, 2023 (this “Agreement”), by and among Europe Acquisition Holdings Limited, a Cayman Islands exempted company (“Sponsor”), Investcorp Europe Acquisition Corp I, a Cayman Islands exempted company incorporated with limited liability (“SPAC”), certain of the SPAC Shareholders whose names appear on the signature pages of this Agreement (such SPAC Shareholders and Sponsor, collectively, the “Sponsor Members”) and OpSec Holdings, a Cayman Islands exempted company incorporated with limited liability (“Pubco”).
SPONSOR SUPPORT AGREEMENT AND DEEDSponsor Support Agreement • September 11th, 2023 • MoneyHero LTD • Services-business services, nec
This SPONSOR SUPPORT AGREEMENT AND DEED (this “Agreement”) is made and entered into as of May 25, 2023, by and among MoneyHero Limited (formerly known as Hyphen Group Limited), a Cayman Islands exempted company (“PubCo”), CompareAsia Group Capital Limited, a Cayman Islands exempted company (the “Company”), Bridgetown Holdings Limited, a Cayman Islands exempted company (“Acquiror”), and Bridgetown LLC, a limited liability company incorporated under the laws of the Cayman Islands (“Sponsor”). Capitalized terms used herein but not defined herein shall have the meanings ascribed to such terms in the Business Combination Agreement.
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • October 18th, 2022 • Parsec Capital Acquisitions Corp. • Blank checks • New York
This SPONSOR SUPPORT AGREEMENT, dated as of October 13, 2022 (this “Agreement”), is entered into by and among the stockholder(s) listed on Exhibit A hereto (each, a “Stockholder”), Enteractive Media Inc., a Canadian corporation (the “Company), and Parsec Capital Acquisitions Corp., a Delaware corporation (“Buyer”). Capitalized terms used but not defined in this Agreement shall have the meanings ascribed to them in the Merger Agreement (as defined below).
FORM OF SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • December 7th, 2022 • Western Acquisition Ventures Corp. • Blank checks
This SPONSOR SUPPORT AGREEMENT (this “Agreement”), dated as of [●], 2022, is by and among WESTERN ACQUISITION VENTURES SPONSOR LLC, a Delaware limited liability company (“Sponsor”), WESTERN ACQUISITION VENTURES CORP., a Delaware corporation (“Parent”), and CYCURION INC., a Delaware corporation (the “Company”).
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • December 2nd, 2019 • HighPeak Energy, Inc. • Delaware
This SPONSOR SUPPORT AGREEMENT (this “Agreement”), dated as of November 27, 2019, is made by and between HighPeak Pure Acquisition, LLC, a Delaware limited liability company (the “Sponsor”), and Pure Acquisition Corp., a Delaware corporation (“Parent”). The Sponsor and Parent shall be referred to herein from time to time collectively as the “Parties.” Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Business Combination Agreement (as defined below).
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • October 16th, 2023 • Lotus Technology Inc. • Motor vehicles & passenger car bodies • New York
This SPONSOR SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of January 31, 2023, by and among Lotus Technology Inc., an exempted company limited by shares incorporated under the laws of the Cayman Islands (the “Company”), L Catterton Asia Acquisition Corp, an exempted company limited by shares incorporated under the laws of the Cayman Islands (“SPAC”), and the shareholders of SPAC set forth on Schedule A hereto (each, a “Founder Shareholder” and collectively, the “Founder Shareholders”).
SPONSOR SUPPORT AND FOUNDER SHARES RESTRUCTURING AGREEMENTSponsor Support Agreement • October 5th, 2023 • OmniLit Acquisition Corp. • Optical instruments & lenses
This Sponsor Support Agreement (this “Sponsor Agreement”) is dated as of May 9, 2023, by and among OmniLit Sponsor LLC, a Delaware limited liability company (the “OmniLit Sponsor”), the Persons set forth on Schedule I hereto (together with the OmniLit Sponsor, each, a “Sponsor” and, together, the “Sponsors”), OmniLit Acquisition Corp., a Delaware corporation (“OmniLit”), and Syntec Optics, Inc., a Delaware corporation (the “Company”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement.
AMENDED AND RESTATED SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • October 14th, 2022 • Caravelle International Group • Deep sea foreign transportation of freight
This AMENDED AND RESTATED SPONSOR SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of October 14, 2022, by and among Caravelle International Group, a Cayman Islands exempted company (“PubCo”), Caravelle Group Co., Ltd., a Cayman Islands exempted company (the “Company”), Pacifico Acquisition Corp., a Delaware corporation (the “SPAC”), Pacifico Capital LLC, a Delaware limited liability company (the “Sponsor”), and the other undersigned parties who hold Subject Shares (as defined below) together with the Sponsor (such other parties, the “Insiders” and together with the Sponsor, the “Founder Holders”).
AMENDED AND RESTATED SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • June 24th, 2022 • D-Wave Quantum Inc. • Services-computer processing & data preparation
This Amended and Restated Sponsor Support Agreement (this “Agreement”) is made as of June 16, 2022, by and among CDPM Sponsor Group, LLC, a Delaware limited liability company (the “Sponsor”), DPCM Capital, Inc., a Delaware corporation (“SPAC”), D-Wave Quantum Inc., a Delaware corporation and a direct, wholly-owned subsidiary of SPAC (“NewCo”) and D-Wave Systems Inc., a British Columbia company (the “Company” and, together with Sponsor, SPAC and Newco, the “Parties”).
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • August 7th, 2023 • HCM Acquisition Corp • Blank checks • Delaware
This SPONSOR SUPPORT AGREEMENT (this “Agreement”), dated as of August 2, 2023, is entered into by and between HCM Investor Holdings, LLC, a Delaware limited liability company (the “Sponsor”), the holders of HCM Class B Ordinary Shares set forth on Schedule I hereto (the “Class B Holders” and, together with the Sponsor, collectively, the “Sponsor Parties”) and Murano PV, S.A. de C.V., a Mexican corporation (the “Company”).
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • November 1st, 2021 • Wallbox N.V. • Miscellaneous transportation equipment
This SPONSOR SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of June 9, 2021, by and among Kensington Capital Sponsor II LLC, a Delaware limited liability company (“Sponsor”), Kensington Capital Acquisition Corp. II, a Delaware corporation (“SPAC”), Wallbox B.V., a private company with limited liability incorporated under the Laws of the Netherlands (besloten vennootschap met beperkte aansprakelijkheid) (“Holdco”) and Wall Box Chargers, S.L., a Spanish limited liability company (sociedad limitada) (the “Company”). Capitalized terms used but not defined herein have the meanings assigned to them in the Business Combination Agreement dated as of the date of this Agreement (as amended from time to time, the “Business Combination Agreement”) by and among Holdco, SPAC, Orion Merger Sub Corp., a Delaware corporation and a direct wholly owned subsidiary of Holdco (“Merger Sub”), and the Company.
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • December 20th, 2021 • Supernova Partners Acquisition Co II, Ltd. • Blank checks • Delaware
This Sponsor Support Agreement (this “Sponsor Agreement”) is dated as of October 6, 2021, by and among Supernova Partners II LLC, a Cayman Islands limited liability company (the “Sponsor Holdco”), the Persons set forth on Schedule I hereto (together with the Sponsor Holdco, each, a “Sponsor” and, together, the “Sponsors”), Supernova Partners Acquisition Company II, Ltd., a Cayman Islands exempted company which shall domesticate as a Delaware corporation prior to the Closing in accordance with the Merger Agreement (such entity, including the continuing corporation, “Acquiror”), and Rigetti Holdings, Inc., a Delaware corporation (the “Company” and collectively with the Sponsors and Acquiror, the “Parties”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • September 25th, 2024 • Breeze Holdings Acquisition Corp. • Blank checks
This SPONSOR SUPPORT AGREEMENT (this “Agreement”), dated as of September 24, 2024, is made by and among Breeze Holdings Acquisition Corp., a Delaware corporation (“Parent”), YD Biopharma Limited, a Cayman Islands exempted company (the “Company”), Breeze Sponsor, LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned stockholders of Parent (the “Parent Stockholders” and together with the Sponsor, the “Parent Initial Stockholders”). Parent, the Company and each of the Parent Initial Stockholders are sometimes 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 (as defined below).
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • April 3rd, 2024 • Moringa Acquisition Corp • Blank checks • Delaware
This SPONSOR SUPPORT AGREEMENT (this “Agreement”) is entered into by and among Silexion Therapeutics Ltd., an Israeli company (the “Company”), Moringa Acquisition Corp, a Cayman Islands exempted company (“Moringa” or “SPAC”), Biomotion Sciences , an exempted company under the Laws of the Cayman Islands (“TopCo”), and Moringa Sponsor, L.P., a Cayman Islands exempted limited partnership and its wholly-owned subsidiary, Moringa Sponsor U.S. LP, a Delaware limited partnership (collectively, the “Moringa Sponsor” or “SPAC Sponsor”). Each of the Company, Moringa, TopCo and the Moringa Sponsor are sometimes referred to herein individually as a “Party” and collectively as the “Parties.” The Moringa Sponsor is sometimes referred to herein as the “Shareholder.” Except as otherwise specified herein, capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Business Combination Agreement (as defined below).
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • April 4th, 2024 • Aerkomm Inc. • Communications services, nec • Delaware
This SPONSOR SUPPORT AGREEMENT (this “Agreement”) is dated as of March 29, 2024, by and among IX Acquisition Sponsor LLC, a Delaware limited liability company (the “Sponsor”), IX Acquisition Corp., a Cayman Islands exempted company limited by shares (which will de-register from the Register of Companies in the Cayman Islands by way of continuation out of the Cayman Islands and into the State of Delaware so as to migrate to and domesticate as a Delaware corporation prior to the Closing) (before and after such domestication, “Parent”), and AERKOMM, Inc., a Nevada corporation (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).
AMENDMENT TO SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • August 21st, 2023 • Growth for Good Acquisition Corp • Motor vehicle parts & accessories
This Amendment (this “Amendment”) to the Sponsor Support Agreement (the “Agreement”), dated as of March 7, 2023, by and among G4G Sponsor LLC, a Delaware limited liability company (the “Sponsor Holdco”), the Persons set forth on Schedule I thereto (together with the Sponsor Holdco, each, a “Sponsor” and, together, the “Sponsors”), The Growth for Good Acquisition Corporation, a Cayman Islands exempted company (which shall de-register from the Register of Companies in the Cayman Islands by way of continuation out of the Cayman Islands and into the State of Delaware so as to migrate to and domesticate as a Delaware corporation prior to the Closing) (“Acquiror”), and Zero Nox, Inc., a Wyoming corporation (the “Company”), is entered into as of August 17, 2023 by and among each of the Sponsors, Acquiror and the Company. Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Agreement.
AMENDMENT TO SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • November 13th, 2023 • L Catterton Asia Acquisition Corp • Blank checks
THIS AMENDMENT TO SPONSOR SUPPORT AGREEMENT (this “Amendment”) is made and entered into as of November 13, 2023 by and among Lotus Technology Inc., an exempted company limited by shares incorporated under the laws of the Cayman Islands (the “Company”), L Catterton Asia Acquisition Corp, an exempted company limited by shares incorporated under the laws of the Cayman Islands (“SPAC”), and the shareholders of SPAC set forth on Schedule A hereto (each, a “Founder Shareholder” and collectively, the “Founder Shareholders”).
EX-10.1 3 d419215dex101.htm EX-10.1 EXECUTION COPY IDB LOAN NO. 2632A/OC-PR SPONSOR SUPPORT AGREEMENT among YGUAZU CEMENTOS S.A. as the Borrower INTERCEMENT BRASIL S.A., as the Sponsor CORPORACIÓN ANDINA DE FOMENTO, and INTER-AMERICAN DEVELOPMENT BANK...Sponsor Support Agreement • May 5th, 2020 • New York
Healthcare Capital Corp. Suite 1414 Wilmington, DE 19801 Attention: William Johns, CEO Email: wjohns@healthccc.com Alpha Tau Medical Ltd. Kiryat HaMada St 5 Jerusalem, 9777605, Israel Attention: Uzi Sofer, CEO Email: uzi@alphataumedical.com Re:...Sponsor Support Agreement • October 18th, 2021 • Alpha Tau Medical Ltd. • Surgical & medical instruments & apparatus • Delaware
This letter agreement (this “Sponsor Agreement”) is being delivered to Healthcare Capital Corp., a Delaware corporation (“SPAC”), and Alpha Tau Medical Ltd., a company organized under the laws of the State of Israel (the “Company”), in accordance with that certain Agreement and Plan of Merger, dated as of the date hereof, by and among SPAC, the Company, and the other parties thereto (the “Merger Agreement”) and the transactions contemplated thereby or relating thereto (including the PIPE Financing, the “Business Combination”) and hereby amends and restates in its entirety that certain letter, dated January 14, 2021, from Healthcare Capital Sponsor LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned individuals, each of whom is a member of SPAC’s board of directors (the “SPAC Board”) or management team (each, an “Insider” and collectively, the “Insiders”), to SPAC (the “Prior Letter Agreement”). Certain capitalized terms used herein are defined in Section 12 h
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • April 6th, 2023 • Gardiner Healthcare Acquisitions Corp. • Blank checks • Delaware
This Sponsor Support Agreement (this “Sponsor Agreement”) is dated as of March 31, 2023 by and among Gardiner Healthcare Holdings, LLC, a Delaware limited liability company (“Gardiner Sponsor”), Chardan Gardiner LLC, a Delaware limited liability company (“Chardan Sponsor”), and CCMAUS Pty Ltd., an Australian company (“CCMAUS” and together with the Gardiner Sponsor and Chardan Sponsor, each, a “Sponsor” and, together, the “Sponsors”), one the one-hand, and each of the persons set forth on Schedule I hereto (each, a “Lender” and, together, the “Lenders”), on the other hand.
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • May 4th, 2020 • HighPeak Energy, Inc. • Drilling oil & gas wells • Delaware
This SPONSOR SUPPORT AGREEMENT (this “Agreement”), dated as of May 4, 2020, is made by and among HighPeak Pure Acquisition, LLC, a Delaware limited liability company (the “Sponsor”), HighPeak Energy Partners II, LP, a Delaware limited partnership (“HPEP II”), and Pure Acquisition Corp., a Delaware corporation (“Parent”). The Sponsor, HPEP II and Parent shall be referred to herein from time to time collectively as the “Parties.” Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Business Combination Agreement (as defined below).
FORM OF SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • May 10th, 2024 • WinVest Acquisition Corp. • Blank checks • Delaware
This SPONSOR SUPPORT AGREEMENT (this “Agreement”), dated as of _________, 2024, is entered into by and among WINVEST SPAC LLC, a Delaware limited liability company (the “Sponsor”), WINVEST ACQUISITION CORP., a Delaware corporation (“WinVest”), and XTRIBE P.L.C., a public limited company incorporated and registered in England and Wales with number 07878011 (“Xtribe PLC”).
SPONSOR SUPPORT AGREEMENT AND DEEDSponsor Support Agreement • October 11th, 2022 • ECARX Holdings Inc. • Services-computer integrated systems design • New York
This SPONSOR SUPPORT AGREEMENT AND DEED (this “Agreement”) is made and entered into as of May 26, 2022, by and among ECARX Holdings Inc., an exempted company limited by shares incorporated under the laws of the Cayman Islands (the “Company”), COVA Acquisition Corp., an exempted company limited by shares incorporated under the laws of the Cayman Islands (“SPAC”), and COVA Acquisition Sponsor, LLC, a Cayman Islands limited liability company (“Sponsor”).
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • June 2nd, 2023 • American Battery Materials, Inc. • Retail-nonstore retailers
This SPONSOR SUPPORT AGREEMENT (this “Agreement”), dated as of May 31, 2023, is made by and among (i) Seaport Global Acquisition II Corp., a Delaware corporation (“Acquiror”), (ii) Seaport Global SPAC II, LLC, a Delaware limited liability company (the “Sponsor”), and holder of Class A common stock, par value $0.0001 per share (“Class A Common Stock”), and warrants, of Acquiror (the “Acquiror Warrants,” and collectively with the Class A Common Stock, the “Acquiror Shares”) and (iii) American Battery Materials, Inc., a Delaware corporation (the “Company”). Acquiror, the Sponsor and the Company shall be referred to herein from time to time collectively as the “parties”. Capitalized terms used but not otherwise defined herein, including capitalized terms used in any provision incorporated herein pursuant to Section 12 hereof, shall have the meanings ascribed to such terms in the Agreement and Plan of Merger (as defined below).
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • July 10th, 2023 • OceanTech Acquisitions I Corp. • Blank checks
This SPONSOR SUPPORT AGREEMENT (this “Agreement”), is entered into as of May 2, 2023, by and among Aspire Acquisition LLC, a Delaware limited liability company (“Sponsor”), OceanTech Acquisitions I Corp., a Delaware corporation (“OceanTech”), and the Persons whose names appear on the signature pages of this Agreement and are listed on Exhibit A hereto (the “Insiders”, and together with the Sponsor, the “Sponsor Parties”), and Regentis Biomaterials Ltd., an Israeli company (the “Company”). Terms used but not defined in this Agreement have the meaning ascribed to them in the Merger Agreement (as defined below).
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • March 18th, 2022 • Brookline Capital Acquisition Corp. • Blank checks • Delaware
This SPONSOR SUPPORT AGREEMENT (this “Agreement”), dated as of March 17, 2022, is entered into by and among Brookline Capital Holdings, LLC, a Delaware limited liability company (the “Sponsor”), Brookline Capital Acquisition Corp., a Delaware corporation (“BCAC”), and Apexigen, Inc., a Delaware corporation (the “Company”).
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • January 14th, 2021 • Crescent Acquisition Corp • Services-amusement & recreation services • Delaware
This SPONSOR SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of January 13, 2020, by and among LiveVox Holdings, Inc., a Delaware corporation (the “Company”), CFI Sponsor LLC, a Delaware limited liability company (“Sponsor”), each of the other Persons set forth on Schedule A hereto (each of such Persons and the Sponsor, a “Supporting Party” and, collectively, the “Supporting Parties”), and Crescent Acquisition Corp, a Delaware corporation (“Parent”).
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • September 19th, 2018 • First Pacific Advisors, LLC • Wholesale-chemicals & allied products • Delaware
This Sponsor Support Agreement (this “Agreement”), dated as of September 17, 2018, is made by and between Univar Inc., a Delaware corporation (the “Parent”), and First Pacific Advisors, LLC, a Delaware limited liability company (the “Manager”) and FPA Crescent Fund, a series of FPA Funds Trust, a trust organized in the state of Delaware, FPA Global Opportunity Fund, a series of FPA Hawkeye Fund, LLC, a Delaware series limited liability company, FPA Value Partners Fund, a series of FPA Hawkeye Fund, LLC, FPA Select Drawdown Fund, L.P., a Delaware limited partnership, FPA Select Fund, L.P., a Delaware limited partnership, FPA Select Maple Fund, L.P., a Delaware limited partnership, FPA Select Fund II, L.P., a Delaware limited partnership (collectively the “Shareholders,” each a “Shareholder” collectively with the Manager, the “Sponsor Group”). Capitalized terms used in this Agreement and not otherwise defined herein shall have the meanings assigned to them in the Merger Agreement (as def
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • March 20th, 2023 • Home Plate Acquisition Corp • Blank checks
This Sponsor Support Agreement (this “Sponsor Agreement”) is dated as of March 19, 2023, by and among Home Plate Sponsor LLC, a Delaware limited liability company (the “Sponsor”), Home Plate Acquisition Corporation, a Delaware corporation (“SPAC”), Heidmar Inc., a company organized and existing under the laws of Marshall Islands (the “Company”), and Heidmar Marine Inc., a company organized and existing under the laws of Marshall Islands (“Holdings”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Business Combination Agreement (as defined below).
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • September 26th, 2022 • Inpixon • Services-computer programming services • Delaware
This Sponsor Support Agreement (this “Sponsor Support Agreement”) is dated as of September 25, 2022, by and among KINS Capital LLC, a Delaware limited liability company (the “Sponsor”), KINS Technology Group, Inc., a Delaware corporation (“Acquiror”), Inpixon, a Nevada corporation (“Inpixon”) and CXApp Holding Corp., a Delaware corporation and wholly-owned subsidiary of Inpixon (the “Company”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement.
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • November 17th, 2022 • Goal Acquisitions Corp. • Blank checks • Delaware
This SPONSOR SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of November 17, 2022 by Goal Acquisitions Sponsor LLC, a Delaware limited liability company (“Sponsor”) and each of the persons set forth on Schedule A hereto (together with the Sponsor, the “Purchaser Stockholders” and each a “Purchaser Stockholder”) and is hereby acknowledged by Goal Acquisitions Corp., a Delaware corporation (“Purchaser”) and IODA S.A., in its capacity as Seller Representative (as defined in the Business Combination Agreement (as defined below)).
AMENDED AND RESTATED SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • July 28th, 2009 • Global Consumer Acquisition Corp. • National commercial banks • New York
This Agreement (this “Agreement”) is entered into as of July 28, 2009, by and between Hayground Cove Asset Management LLC, a Delaware Limited Liability Company (“HCAM”) and Global Consumer Acquisition Corp., a Delaware Corporation (“GCAC”), and amends and restates in its entirety that certain Sponsor Support Agreement, dated as of July 13, 2009, by and between HCAM and GCAC.
sponsor support AGREEMENTSponsor Support Agreement • October 24th, 2023 • Citius Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
THIS SPONSOR SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of October 23, 2023, by and among 10XYZ Holdings LP, a Delaware limited partnership (“Sponsor”), TenX Keane Acquisition, a Cayman Islands exempted company (which will migrate to and domesticate as a Delaware corporation prior to the Closing) (“Parent”), Citius Pharmaceuticals, Inc., a Nevada corporation (the “Company”), and Citius Oncology, Inc., a Delaware corporation and wholly owned subsidiary of the Company (“SpinCo”, and following the Closing, the “Surviving Corporation”). Sponsor, Parent, the Company and SpinCo are sometimes referred to herein collectively as the “Parties” and individually as a “Party.” Capitalized terms used and not defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).
FORM OF SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • February 22nd, 2021 • Northern Star Investment Corp. II • Blank checks • Delaware
This SPONSOR SUPPORT AGREEMENT (this “Agreement”), dated as of February 21, 2021, is entered into by and among Northern Star II Sponsor LLC, a Delaware limited liability company (“Sponsor Holdco”), the Persons set forth on Annex A hereto (together with the Sponsor Holdco, each a “Sponsor” and together, the “Sponsors”), Northern Star Investment Corp. II, a Delaware corporation (“Parent”) and Apex Clearing Holdings LLC, a Delaware limited liability company (the “Company”). Each of Sponsors, Parent and the Company are individually referred to herein as a “Party” and collectively as the “Parties”. Capitalized terms used herein and not otherwise defined shall have the meaning ascribed to them in the Agreement and Plan of Reorganization, dated as of February 21, 2021 (as amended, supplemented or otherwise modified from time to time, the “Merger Agreement”), by and among Parent, NSIC II-A Merger LLC, a Delaware limited liability company (“Merger Sub I”), NSIC II-B Merger LLC, a Delaware limit
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • January 20th, 2022 • Eleusis Inc. • Blank checks
This Sponsor Support Agreement (this “Agreement”) is entered into on January [●], 2022 by Silver Spike Sponsor II, LLC, a Delaware limited liability company (the “Sponsor”), Silver Spike Acquisition Corp II, a Cayman Islands exempted company (including any successor entity thereto, including as resulting from the Domestication Merger or the Business Combination Merger (each as defined in the Business Combination Agreement (as hereinafter defined)), “SPAC”), Eleusis Inc., a Delaware corporation (“HoldCo”), and Eleusis Holdings Limited, a company incorporated under the laws of England and Wales with company number 10809365 (the “Company”). The Sponsor, SPAC, HoldCo, and the Company are sometimes collectively referred to herein as the “Parties”, and each of them is sometimes individually referred to herein as a “Party”. Certain terms used in this Agreement have the applicable meanings ascribed to them in Section 3.1.
