0001193125-25-173986 Sample Contracts
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 6th, 2025 • FiscalNote Holdings, Inc. • Services-business services, nec
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of August 5, 2025, is between FISCALNOTE HOLDINGS, INC., a company incorporated under the laws of the State of Delaware, with principal executive offices located at 1201 Pennsylvania Avenue NW, 6th Floor, Washington, D.C. 20004 (the “Company”), and each of the investors listed on the Schedule of Buyers attached as Schedule I hereto (individually, a “Buyer” and collectively the “Buyers”).
REDEMPTION AND EXCHANGE AGREEMENTRedemption and Exchange Agreement • August 6th, 2025 • FiscalNote Holdings, Inc. • Services-business services, nec • New York
This Exchange Agreement (this “Agreement”) is made and entered into as of August 5, 2025, by and among FiscalNote Holdings, Inc., a Delaware corporation (the “Company”), and GPO FN Noteholder, LLC (the “Investor”). The Company and the Investor are sometimes collectively referred to in this Agreement as the “Parties” and individually as a “Party”.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 6th, 2025 • FiscalNote Holdings, Inc. • Services-business services, nec
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August [ ], 2025, is made by and between YA II PN, LTD., a Cayman Islands exempt limited company (the “Investor”), and FISCALNOTE HOLDINGS, INC., a company incorporated under the laws of the State of Delaware (the “Company”). The Investor and the Company may be referred to herein individually as a “Party” and collectively as the “Parties.”
FINANCING AGREEMENT Dated as of August 5, 2025 by and among FISCALNOTE HOLDINGS, INC., as Parent, FISCALNOTE INTERMEDIATE HOLDCO, INC., as Intermediate Holdco, FISCALNOTE, INC., FRONTIER STRATEGY GROUP LLC, FIRESIDE 21, LLC, FACTSQUARED, LLC,...Financing Agreement • August 6th, 2025 • FiscalNote Holdings, Inc. • Services-business services, nec • New York
Financing Agreement, dated as of August 5, 2025, by and among FiscalNote Holdings, Inc., a Delaware corporation (the “Parent”), FiscalNote Intermediate Holdco, Inc., a Delaware corporation (“Intermediate Holdco”), FiscalNote, Inc., a Delaware corporation (“FiscalNote”), each subsidiary of the Parent listed as a “Borrower” on the signature pages hereto (together with FiscalNote and each other Person that executes a joinder agreement and becomes a “Borrower” hereunder, each a “Borrower” and, collectively, the “Borrowers”), each subsidiary of the Parent listed as a “Guarantor” on the signature pages hereto (together with the Parent, Intermediate Holdco and each other Person that executes a joinder agreement and becomes a “Guarantor” hereunder, each, a “Guarantor” and, collectively, the “Guarantors”), the lenders from time to time party hereto (each, a “Lender” and, collectively, the “Lenders”), MGG Investment Group LP, a Delaware limited partnership (“MGG”), as collateral agent for the Le