0001193125-26-286936 Sample Contracts
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • June 29th, 2026 • Talawar Tx Inc. • Blank checks
This SPONSOR SUPPORT AGREEMENT is made and entered into as of June 29, 2026 (this “Agreement”), by and between JATT Ventures II L.P., a Cayman Islands exempted limited partnership (“Sponsor”) and Talawar Tx Inc., a Delaware corporation (the “Company”).
INDIVIDUAL SUBSCRIPTION AGREEMENT June 29, 2026Individual Subscription Agreement • June 29th, 2026 • Talawar Tx Inc. • Blank checks
In connection with the proposed business combination (the “Transaction”) among JATT II Acquisition Corp, a Cayman Islands exempted company (“JATT”), Talawar Tx Inc., a Delaware corporation (the “Company”), and Talawar Merger Sub, a Cayman Islands exempted company and a wholly owned Subsidiary of the Company (“Merger Sub”), in connection with that certain Business Combination Agreement by and among JATT, the Company and Merger Sub, dated as of June 29, 2026 (as it may be amended, restated and/or supplemented from time to time in accordance with its terms, the “Transaction Agreement”), the Company is seeking commitments to purchase shares of the Company’s Common Stock, par value $0.00001 per share (the “Common Stock”), for a purchase price of $10.00 per share (the “Purchase Price”), in a private placement to be consummated by the Company immediately prior to or substantially concurrently with the closing of the Transaction (the “Offering”) in accordance with the terms of the Transaction
BUSINESS COMBINATION AGREEMENT by and among JATT II ACQUISITION CORP., TALAWAR MERGER SUB, and TALAWAR TX INC. dated as of June 29, 2026Business Combination Agreement • June 29th, 2026 • Talawar Tx Inc. • Blank checks • New York
This BUSINESS COMBINATION AGREEMENT (this “Agreement”), dated as of June 29, 2026, is made by and among JATT II Acquisition Corp., a Cayman Islands exempted company (“JATT”), Talawar Tx Inc., a Delaware corporation (the “Company” and, from after the Closing, “PubCo”), Talawar Merger Sub, a Cayman Islands exempted company (“Merger Sub”, and collectively with JATT and the Company, the “Parties”). Capitalized terms used but not otherwise defined herein have the meanings set forth in Section 1.1.
STOCKHOLDER SUPPORT AGREEMENTStockholder Support Agreement • June 29th, 2026 • Talawar Tx Inc. • Blank checks
This STOCKHOLDER SUPPORT AGREEMENT is made and entered into as of June 29, 2026 (this “Agreement”), by and among JATT II Acquisition Corp., an exempted company incorporated under the laws of the Cayman Islands (“JATT”), Talawar Tx Inc., a Delaware corporation (the “Company”), and certain stockholders of the Company, whose names appear on the signature pages of this Agreement (each a “Stockholder” and, collectively, the “Stockholders”).
REGISTRATION RIGHTS AND LOCK-UP AGREEMENTRegistration Rights and Lock-Up Agreement • June 29th, 2026 • Talawar Tx Inc. • Blank checks • New York
THIS REGISTRATION RIGHTS AND LOCK-UP AGREEMENT (as it may be amended, supplemented or restated from time to time in accordance with its terms, this “Registration Rights & Lock-Up Agreement”), dated as of [______], 2026, is made and entered into by and among:
SUBSCRIPTION AGREEMENT June 29, 2026Subscription Agreement • June 29th, 2026 • Talawar Tx Inc. • Blank checks
In connection with the proposed business combination (the “Transaction”) among JATT II Acquisition Corp, a Cayman Islands exempted company (“JATT”), Talawar Tx Inc., a Delaware corporation (the “Company”), and Talawar Merger Sub, a Cayman Islands exempted company and a wholly owned Subsidiary of the Company (“Merger Sub”), in connection with that certain Business Combination Agreement by and among JATT, the Company and Merger Sub, dated as of June 29, 2026 (as it may be amended, restated and/or supplemented from time to time in accordance with its terms, the “Transaction Agreement”), the Company is seeking commitments to purchase shares of the Company’s Common Stock, par value $0.00001 per share (the “Common Stock”), for a purchase price of $10.00 per share (the “Purchase Price”), in a private placement to be consummated by the Company immediately prior to or substantially concurrently with the closing of the Transaction (the “Offering”) in accordance with the terms of the Transaction