Nextnav Inc. Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • October 28th, 2021 • Nextnav Inc. • Search, detection, navagation, guidance, aeronautical sys • Delaware

THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of the 28th day of October, 2021 by and between NextNav Inc., a Delaware corporation (the “Company”), and [●] (the “Indemnitee”).

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RESALE REGISTRATION RIGHTS AGREEMENT
Resale Registration Rights Agreement • August 9th, 2023 • Nextnav Inc. • Search, detection, navagation, guidance, aeronautical sys • Delaware

THIS RESALE REGISTRATION RIGHTS AGREEMENT, dated as of May 9, 2023 (this “Agreement”), has been entered into by and among NextNav Inc., a Delaware corporation (the “Company”), and the Purchasers (as defined below).

EXECUTIVE AGREEMENT
Executive Agreement • November 17th, 2021 • Nextnav Inc. • Search, detection, navagation, guidance, aeronautical sys • Virginia

This Executive Agreement (this “Agreement”) is made and entered into as of November 17, 2021 (the “Effective Date”), by and between NextNav Inc., a Delaware corporation (“NextNav”), NextNav, LLC, a Delaware limited liability company and an indirectly, wholly-owned subsidiary of NextNav (the “Employer”), and David L. Knutson, a resident of the Commonwealth of Virginia (“Executive”).

AMENDED AND RESTATED WARRANT AGREEMENT
Warrant Agreement • October 28th, 2021 • Nextnav Inc. • Search, detection, navagation, guidance, aeronautical sys • New York

THIS AMENDED AND RESTATED WARRANT AGREEMENT (this “Agreement”), dated as of October 28, 2021, is by and among Spartacus Acquisition Corporation, a Delaware corporation (the “Company”), NextNav Inc., a Delaware corporation (“Shelf”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 23rd, 2022 • Nextnav Inc. • Search, detection, navagation, guidance, aeronautical sys • New York

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 28, 2021, is made and entered into by and among NextNav Inc. (f/k/a Spartacus Acquisition Shelf Corp.), a Delaware corporation (the “Company”), B. Riley Principal Investments, LLC, a Delaware limited liability company (“B. Riley”), Spartacus Sponsor LLC, a Delaware limited liability company (the “Sponsor”), the transferees of the Sponsor listed on the signature pages hereto (the “Transferee Investors” and together with the Sponsor and B. Riley, the “Initial Investors”), each of the investors listed on the signature pages hereto under the caption “NextNav Investors” (collectively, the “NextNav Investors,” and together with the NextNav Investors, Initial Investors and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively the “Holders”) and the FF Beneficial Investor (as defined herein).

FORM OF SUBSCRIPTION AGREEMENT
Subscription Agreement • October 28th, 2021 • Nextnav Inc. • Search, detection, navagation, guidance, aeronautical sys

This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into on [●], 2021, by and among Spartacus Acquisition Corporation, a Delaware corporation (the “Issuer”), the subscriber party set forth on the signature page hereto (“Subscriber”), and Spartacus Acquisition Shelf Corp., a Delaware corporation (“Holdings”).

NEXTNAV INC.
Restricted Stock Unit Agreement • November 17th, 2021 • Nextnav Inc. • Search, detection, navagation, guidance, aeronautical sys • Delaware

NextNav Inc., a Delaware corporation (the “Company”), hereby grants restricted stock units (the “RSUs”) relating to shares of the Company’s common stock, par value $0.0001 per share (the “Stock”), to the Grantee named below, subject to the vesting conditions set forth below. Additional terms and conditions of the RSUs are set forth on this cover sheet and in the attached Restricted Stock Unit Agreement (together, the “Agreement”) and in the NextNav Inc. 2021 Omnibus Incentive Plan (as it has been or may be amended and/or restated from time to time, the “Plan”).

NEXTNAV INC. AND THE NOTES GUARANTORS LISTED ON THE SIGNATURE PAGES HERETO AND GLAS TRUST COMPANY LLC,
Indenture • August 9th, 2023 • Nextnav Inc. • Search, detection, navagation, guidance, aeronautical sys • New York
EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • May 12th, 2022 • Nextnav Inc. • Search, detection, navagation, guidance, aeronautical sys

This Executive Employment Agreement (this “Agreement”) is made and entered into in Bengaluru, Karnataka as of November 17, 2021 (the “Effective Date”), by and between (i) Commlabs Technology Centre Pvt. Ltd., a private limited company having its registered address at D511-D514, 5th Flr, Delta Block, Sigma Soft-Tech Park No.7, Whitefield Main Road, Ramagondanahalli Village Varthur Hobli Bangalore 560066, Karnataka (the “Company”), an indirectly, wholly-owned subsidiary of NextNav Inc., a Delaware corporation (“NextNav”), and (ii) Arun Raghupathy, a resident of India (“Executive”).

WARRANT AGREEMENT
Warrant Agreement • June 23rd, 2023 • Nextnav Inc. • Search, detection, navagation, guidance, aeronautical sys • New York

THIS WARRANT AGREEMENT (this “Agreement”), dated as of May 15, 2023, is entered into by and between NextNav Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Warrant Agent”). Certain terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Warrants (defined below).

Supplemental No. 44300.S.001 Between NextNav LLC And AT&T Services, Inc. Equipment, Network Colocation, and Installation
Spartacus Acquisition Shelf Corp. • June 25th, 2021 • Delaware

This Agreement is pursuant to and hereby incorporates by reference the terms and conditions of Material and Services Agreement No. 44300.C dated, October 17, 2016 (“Master Agreement”), except to the extent modified or supplemented below. Any such modifications or supplements are for the purpose of this Agreement only and shall not affect Master Agreement No. 44300.C or any other agreement. In the event of a conflict between this Agreement and Master Agreement No. 44300.C, the terms and conditions of this Agreement will govern for the purpose of this Agreement only.

PERFORMANCE-BASED RESTRICTED STOCK UNIT AGREEMENT COVER SHEET
Restricted Stock Unit Agreement Cover Sheet • March 13th, 2024 • Nextnav Inc. • Search, detection, navagation, guidance, aeronautical sys • Delaware

NextNav Inc., a Delaware corporation (the “Company”), hereby grants performance-based restricted stock units (the “PSUs”) relating to shares of the Company’s common stock, par value $0.0001 per share (the “Stock”), to the Grantee named below, subject to the vesting conditions set forth below. Additional terms and conditions of the PSUs are set forth on this cover sheet and in the attached Performance-Based Restricted Stock Unit Agreement (including all exhibits, schedules, and attachments thereto, together, the “Agreement”) and in the NextNav Inc. 2021 Omnibus Incentive Plan (as it has been or may be amended and/or restated from time to time, the “Plan”).

EXECUTIVE AGREEMENT
Executive Agreement • March 13th, 2024 • Nextnav Inc. • Search, detection, navagation, guidance, aeronautical sys • Virginia

This Executive Agreement (this “Agreement”) is made and entered into as of November 29, 2023 (the “Effective Date”), by and between NextNav Inc., a Delaware corporation (“NextNav”), NextNav, LLC, a Delaware limited liability company and an indirectly, wholly- owned subsidiary of NextNav (the “Employer”), and Mariam Sorond, a resident of the Commonwealth of Virginia (“Executive”).

Date 28 October 2022
Share Transfer Agreement • November 2nd, 2022 • Nextnav Inc. • Search, detection, navagation, guidance, aeronautical sys • New York

Pursuant to Item 601(b)(10)(iv) of Regulation S-K, certain identified information has been omitted from this exhibit because it is both (i) not material and (ii) is the type that NextNav Inc. treats as private or confidential. Information that has been omitted is denoted as “[**]”.

NOTE PURCHASE AGREEMENT
Note Purchase Agreement • August 9th, 2023 • Nextnav Inc. • Search, detection, navagation, guidance, aeronautical sys

This NOTE PURCHASE AGREEMENT (this “Agreement”) is made as of May 9, 2023 by and between NEXTNAV INC., a Delaware corporation (the “Company”), and each Purchaser named on Schedule A hereto (collectively, the “Purchasers”). Each of the Company and the Purchasers also are referred to herein as a “Party”, and collectively as the “Parties”. Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in Appendix A hereto.

SECURITY AGREEMENT
Security Agreement • August 9th, 2023 • Nextnav Inc. • Search, detection, navagation, guidance, aeronautical sys • New York

This Security Agreement (this “Security Agreement”), dated as of May 9, 2023, is executed by NEXTNAV INC., a Delaware corporation (“NextNav”), and the subsidiaries of NextNav listed on the signature pages hereto (NextNav, such subsidiaries and any additional subsidiaries of NextNav that join this Security Agreement from time to time, collectively with their permitted successors and assigns, the “Companies” and each a “Company”), in favor of GLAS Trust Company LLC, as collateral agent (together with its successors, the “Collateral Agent”) for each of the Holders of the Notes (as defined below) (collectively and together with their successors and assigns, together with the Collateral Agent, the “Secured Parties”).

NEXTNAV INC.
Restricted Stock Agreement • November 17th, 2021 • Nextnav Inc. • Search, detection, navagation, guidance, aeronautical sys • Delaware

NextNav Inc., a Delaware corporation (the “Company”), hereby grants shares of the Company’s common stock, par value $0.0001 per share (the “Stock”), to the Grantee named below, subject to the vesting conditions set forth below (the “Restricted Shares”). Additional terms and conditions of the Restricted Shares are set forth on this cover sheet and in the attached Restricted Stock Agreement (together, the “Agreement”) and in the NextNav Inc. 2021 Omnibus Incentive Plan (as it has been or may be amended and/or restated from time to time, the “Plan”).

CONFIDENTIAL SEPARATION, GENERAL RELEASE AND POST-SEPARATION CONSULTING AGREEMENT
Separation Consulting Agreement • March 13th, 2024 • Nextnav Inc. • Search, detection, navagation, guidance, aeronautical sys

This Confidential Separation, General Release and Post-Separation Consulting Agreement (the “Agreement”) is being entered into between Ganesh M. Pattabiraman (“Executive”), on the one hand, and NextNav, Inc., NextNav, LLC, and an directly, wholly-owned subsidiary of NextNav, Inc. (collectively, the “Company”), on the other hand, in connection with the termination of Executive’s employment with the Company on November 29, 2023 (the “Separation Date”). Executive and the Company are referred to collectively as the “Parties.”

NEXTNAV INC.
Restricted Stock Unit Agreement • November 17th, 2021 • Nextnav Inc. • Search, detection, navagation, guidance, aeronautical sys • Delaware

NextNav Inc., a Delaware corporation (the “Company”), hereby grants restricted stock units (the “RSUs”) relating to shares of the Company’s common stock, par value $0.0001 per share (the “Stock”), to the Grantee named below, subject to the vesting conditions set forth below. Additional terms and conditions of the RSUs are set forth on this cover sheet and in the attached Restricted Stock Unit Agreement (together, the “Agreement”) and in the NextNav Inc. 2021 Omnibus Incentive Plan (as it has been or may be amended and/or restated from time to time, the “Plan”).

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