ESCROW AGREEMENTEscrow Agreement • April 8th, 2024 • Above Food Ingredients Inc. • Food and kindred products • Saskatchewan
THIS ESCROW AGREEMENT (this “Agreement”) is made and entered into as of the 29 day of December, 2022, by and among ABOVE FOOD CORP. (“Borrower”), LEXINGTON CAPITAL, S.A.P.I. DE C.V. sponsor and agent of Lenders (“Lender”) and MCDOUGALL GAULEY LLP (the “Escrow Agent”).
ContractAgreement for Lease • April 8th, 2024 • Above Food Ingredients Inc. • Food and kindred products • Saskatchewan
***CERTAIN PERSONALLY IDENTIFIABLE INFORMATION HAS BEEN OMITTED FROM THIS EXHIBIT PURSUANT TO ITEM 601(A)(6) OF REGULATION S-K. [***] INDICATES THAT INFORMATION HAS BEEN REDACTED.
LEASELease • April 8th, 2024 • Above Food Ingredients Inc. • Food and kindred products
THIS LEASE (“Lease”), dated for reference purposes only, December 31st, 2021, by and between MIDATLANTIC WAREHOUSE & STORAGE, LLC, a North Carolina limited liability company (as “Landlord”) and, ATLANTIC NATURAL FOODS, LLC, a Delaware limited liability company (as “Tenant”).
FORM OF LOCK-UP AGREEMENTLock-Up Agreement • April 8th, 2024 • Above Food Ingredients Inc. • Food and kindred products • Alberta
THIS LOCK-UP AGREEMENT (this “Agreement”), dated as of [•], is made and entered into by and among Above Food Ingredients Inc., an Alberta corporation (“TopCo”), and the undersigned1 (together with any person or entity who hereafter becomes a party to this Agreement pursuant to Section 2 or Section 3(h) of this Agreement, the “Holders” and each, a “Holder”). Capitalized terms used but not otherwise defined in this Agreement shall have the meanings ascribed to them in the Business Combination Agreement (as defined below).
CERTAIN PERSONALLY IDENTIFIABLE INFORMATION HAS BEEN OMITTED FROM THIS EXHIBIT PURSUANT TO ITEM 601(A)(6) OF REGULATION S-K. [***] INDICATES THAT INFORMATION HAS BEEN REDACTED. SHAREHOLDER SUPPORT AGREEMENTShareholder Support Agreement • April 8th, 2024 • Above Food Ingredients Inc. • Food and kindred products • Alberta
This Shareholder Support Agreement (this “Agreement”), dated as of April 29, 2023, is entered into by and among Bite Acquisition Corp., a Delaware corporation (“SPAC”), Above Food Corp., a corporation organized under the laws of the Province of Saskatchewan, Canada (the “Company”), and certain of the shareholders of the Company whose names appear on the signature pages of this Agreement (collectively, the “Shareholders” and, each, a “Shareholder”). SPAC, the Company and the Shareholders are each referred to herein as a “Party” and, collectively, the “Parties”. Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Business Combination Agreement (as defined below).
INDUSTRIAL LEASE (MULTl-TENANT) BETWEEN: 1057041 ONTARIO INC. -AND- Wood & Water Foods IncAbove Food Ingredients Inc. • April 8th, 2024 • Food and kindred products • Ontario
