NON-REDEMPTION AGREEMENTNon-Redemption Agreement • August 31st, 2023 • First Light Acquisition Group, Inc. • Biological products, (no disgnostic substances) • Delaware
This NON-REDEMPTION AGREEMENT (this “Agreement”), dated as of August 30, 2023, is made by and among First Light Acquisition Group, Inc., a Delaware corporation (the “Company”), and the Backstop Investor (as defined below).
NON-REDEMPTION AGREEMENTNon-Redemption Agreement • January 4th, 2024 • FTAC Emerald Acquisition Corp. • Blank checks • New York
This Non-Redemption Agreement (this “Agreement”) is entered into as of January [●], 2024, by and among FTAC Emerald Acquisition Corp., a Delaware corporation (“SPAC”), and the undersigned investor (“Investor”).
NON-REDEMPTION AGREEMENTNon-Redemption Agreement • December 22nd, 2023 • Alternus Clean Energy, Inc. • Electric & other services combined • New York
This NON-REDEMPTION AGREEMENT (this “Agreement”), dated as of December 18, 2023, is made by and among Clean Earth Acquisitions Corp., a Delaware corporation (“SPAC” and after the Closing (defined below), “Pubco”), the undersigned investor (collectively, the “Investor”), and Clean Earth Acquisitions Sponsor LLC, a Delaware limited liability company (the “Sponsor”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Business Combination Agreement (as defined below).
NON-REDEMPTION AGREEMENTNon-Redemption Agreement • May 3rd, 2023 • 10X Capital Venture Acquisition Corp. II • Agricultural production-crops
Investor Agreements Investor commits to own, prior to the date of the special meeting with respect to the SPAC’s shareholder vote in connection with the amendment of SPAC’s Second Amended and Restated Memorandum and Articles of Association to, among other things, extend the date by which the SPAC must consummate an initial business combination (the “Longstop Date”) by three months and to allow the SPAC’s board of directors, without another shareholder vote, to further extend such date up to an additional six times, by an additional month each time (the “Extension”), the lesser of (i) [ ] Class A ordinary shares, par value $0.0001 per share, of SPAC (“SPAC Class A Shares”) and (ii) together with Investor’s affiliates, 9.99% of the total outstanding ordinary shares of the SPAC (the “Investor Shares”). Investor waives any right that it may have to elect to have SPAC redeem any Investor Shares and agrees not to redeem or otherwise exercise any right to redeem, the Investor Shares and to re
NON-REDEMPTION AGREEMENTNon-Redemption Agreement • May 1st, 2023 • TG Venture Acquisition Corp. • Blank checks • Delaware
THIS NON-REDEMPTION AGREEMENT (this “Agreement”) is entered as of April 30, 2023, by and among TG Venture Acquisition Corp. (“TGVC”), Tsangs Group Holdings Limited (the “Sponsor”), Bulldog Investors, LLP (“Bulldog Investors”) and Phillip Goldstein (together with Bulldog Investors, the “Investors”).
NON-REDEMPTION AGREEMENTNon-Redemption Agreement • September 26th, 2023 • Welsbach Technology Metals Acquisition Corp. • Miscellaneous electrical machinery, equipment & supplies • New York
This Non-Redemption Agreement (this “Agreement”) is entered as of [●], 2023 by and among Welsbach Technology Metals Acquisition Corp. (“WTMA”), Welsbach Acquisition Holdings LLC, a Delaware limited liability company (the “Sponsor”) and the undersigned investors (collectively, the “Investor”).
NON-REDEMPTION AGREEMENTNon-Redemption Agreement • March 12th, 2024 • ESGEN Acquisition Corp • Miscellaneous electrical machinery, equipment & supplies • Delaware
This NON-REDEMPTION AGREEMENT (this “Agreement”), dated as of March 11, 2024, is made by and between ESGEN Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and The K2 Principal Fund L.P. (the “Backstop Investor”).
NON-REDEMPTION AGREEMENTNon-Redemption Agreement • October 6th, 2022 • Altitude Acquisition Corp. • Blank checks • Delaware
THIS NON-REDEMPTION AGREEMENT (this “Agreement”), dated as of October 5, 2022, is made by and among Altitude Acquisition Corp., a Delaware corporation (the “Company”), Gary Teplis (“GT”), and the undersigned stockholder (the “Holder”).
NON-REDEMPTION AGREEMENTNon-Redemption Agreement • February 6th, 2024 • ZUU Co. Ltd. • Services-offices & clinics of doctors of medicine
THIS NON-REDEMPTION AGREEMENT (this “Agreement”), dated as of January 11, 2024, is made by and between Pono Capital Two, Inc., a Delaware corporation (the “Company”), ZUU Target Fund for SBC Medical Group HD Investment Partnership (the “Holder”), SBC Medical Group Holdings Incorporated, a Delaware corporation (the “Target”), and Yoshiyuki Aikawa (“Dr. Aikawa”).
NON-REDEMPTION AGREEMENTNon-Redemption Agreement • February 6th, 2024 • Arrowroot Acquisition Corp. • Services-prepackaged software • New York
This Non-Redemption Agreement (this “Agreement”) is entered as of , by and among Arrowroot Acquisition Corp., a Delaware corporation (“ARRW” or the “Company”), Arrowroot Acquisition LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned investors (collectively, the “Investor”).
NON-REDEMPTION AGREEMENTNon-Redemption Agreement • October 4th, 2021 • CA Healthcare Acquisition Corp. • Blank checks • Delaware
THIS NON-REDEMPTION AGREEMENT (this “Agreement”), dated as of September [__], 2021, is made by and between CA Healthcare Sponsor LLC, a Delaware limited liability company (the “Sponsor”) and the undersigned investor (“Investor”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).
NON-REDEMPTION AGREEMENTNon-Redemption Agreement • March 8th, 2023 • BYTE Acquisition Corp. • Blank checks
THIS NON-REDEMPTION AGREEMENT (this “Agreement”), dated as of March 8, 2023, is made by and between BYTE Acquisition Corp., a Cayman Islands exempted company (the “Company”) and the undersigned shareholder (the “Holder”).
NON-REDEMPTION AGREEMENTNon-Redemption Agreement • December 13th, 2023 • Nubia Brand International Corp. • Miscellaneous electrical machinery, equipment & supplies • Delaware
This NON-REDEMPTION AGREEMENT (this “Agreement”), dated as of December 13, 2023, is made by and between Nubia Brand International Corp., a Delaware corporation (the “Company”), and the undersigned party hereto (the “Backstop Investor”). Capitalized terms used but not defined herein shall have the respective meanings specified in the Transaction Agreement (defined below).
NON-REDEMPTION AGREEMENTNon-Redemption Agreement • November 24th, 2023 • Coliseum Acquisition Corp. • Blank checks • New York
This Non-Redemption Agreement (this “Agreement”) is entered as of [ ], 2023 by and among Coliseum Acquisition Corp., a Cayman Islands exempted company (“MITA” or the “Company”), Harry L. You (the “Insider”), and the undersigned investor[s] ([collectively,] the “Investor”).
NON-REDEMPTION AGREEMENTNon-Redemption Agreement • December 18th, 2020 • Reviva Pharmaceuticals Holdings, Inc. • Pharmaceutical preparations • New York
This NON-REDEMPTION AGREEMENT (this “Agreement”) is entered into as of December 8, 2020, by and among (i) Tenzing Acquisition Corp., a company incorporated in the British Virgin Islands (together with its successors, including after the Conversion (as defined below), “Tenzing”), (ii) Tenzing LLC, a Delaware limited liability company (the “Sponsor”), and (iii) the undersigned shareholder (“Shareholder”). Tenzing, the Sponsor and Shareholder are sometimes referred to herein as a “Party” and collectively as the “Parties”.
NON-REDEMPTION AGREEMENTNon-Redemption Agreement • May 3rd, 2023 • Roth CH Acquisition v Co. • Blank checks • New York
This VOTING AND NON-REDEMPTION AGREEMENT, dated as of __________, 2023 (this “Agreement”), is entered into by Roth CH Acquisition V Co., a Delaware corporation (the “Company”), and ____________________ (“Shareholder”).
NON-REDEMPTION AGREEMENTNon-Redemption Agreement • November 13th, 2023 • HNR Acquisition Corp. • Crude petroleum & natural gas • Delaware
This NON-REDEMPTION AGREEMENT (this “Agreement”), dated as of November 13, 2023 is made by and among HNR Acquisition Corp, a Delaware limited liability company (the “Company”), and Meteora Capital Partners, LP (“MCP”), (ii) Meteora Select Trading Opportunities Master, LP (“MSTO”) and (iii) Meteora Strategic Capital, LLC (“MSC”) (with MCP, MSTO and MSC collectively as “Backstop Investor”).
NON-REDEMPTION AGREEMENTNon-Redemption Agreement • December 28th, 2023 • Innovative International Acquisition Corp. • Services-auto rental & leasing (no drivers) • New York
This NON-REDEMPTION AGREEMENT (this “Agreement”), dated as of December 27 2023, is made by and among Innovative International Acquisition Corp., a Cayman Islands exempted company limited by shares (together with its successors, including following the Domestication, the “Company,” which upon consummation of the Transactions, if any, shall be renamed “Zoomcar Holdings, Inc.”), and the Investor (as defined below).
FORM OF NON-REDEMPTION AGREEMENTNon-Redemption Agreement • December 11th, 2023 • Pearl Holdings Acquisition Corp • Blank checks • New York
This Non-Redemption Agreement (this “Agreement”) is entered as of December [●], 2023 by and among Pearl Holdings Acquisition Corp, a Cayman Islands exempted company (“PRLH”), the undersigned investor (“Investor”), and, solely with respect to Section 1.4 and the last sentence of Section 1.6 of this Agreement, Pearl Holdings Sponsor LLC, a Cayman Islands limited liability company (the “Sponsor”).
FORM OF NON-REDEMPTION AGREEMENT AND ASSIGNMENT OF ECONOMIC INTERESTNon-Redemption Agreement • March 29th, 2023 • Home Plate Acquisition Corp • Blank checks • Delaware
This Non-Redemption Agreement and Assignment of Economic Interest (this “Agreement”) is entered as of March [●], 2023 by and among Home Plate Acquisition Corporation (“SPAC”), Home Plate Sponsor LLC (“Sponsor”) and the undersigned investor(s) (“Investor”).
NON-REDEMPTION AGREEMENTNon-Redemption Agreement • August 2nd, 2023 • Quantum FinTech Acquisition Corp • Blank checks • New York
This Non-Redemption Agreement (the “Agreement”) dated August 1, 2023, by and among the entities listed on Exhibit A (collectively, the “Holder”), Quantum Ventures LLC, a Delaware limited liability company (the “Insider”), and Quantum FinTech Acquisition Corporation, a Delaware corporation (the “Company”).
NON-REDEMPTION AGREEMENT This Non-Redemption Agreement is dated as of September [ ], 2023.Non-Redemption Agreement • September 22nd, 2023 • Yotta Acquisition Corp • Agricultural prod-livestock & animal specialties
Investor Agreements: Investor represents that it owned as of August 7, 2023, the record date for the SPAC’s special meeting to be held on September 22, 2023, with respect to the SPAC’s stockholder vote in connection with amendments of SPAC’s Amended and Restated Certificate of Incorporation and the Trust Agreement to extend the date by which the SPAC must consummate an initial business combination from September 2022, 2023 to August 22, 2024 (the “Extension”) and remove the net tangible assets provisions (the “NTA Amendment”), as more fully described in the proxy statement of SPAC dated September 11, 2023 _________ shares of the common stock, par value $0.0001 per share, (the “Investor Shares”) of SPAC.
NON-REDEMPTION AGREEMENTNon-Redemption Agreement • May 4th, 2023 • Pono Capital Two, Inc. • Blank checks • New York
This NON-REDEMPTION AGREEMENT, dated as of May [_]. 2023 (this “Agreement”), is entered into by Pono Capital Two, Inc., a Delaware corporation (the “PONO”), Mehana Capital LLC, a Delaware limited liability company (“Sponsor”) and [_] ( “Stockholder”)
NON-REDEMPTION AGREEMENTNon-Redemption Agreement • December 26th, 2023 • Chavant Capital Acquisition Corp. • Semiconductors & related devices • Delaware
This NON-REDEMPTION AGREEMENT (this “Agreement”), dated as of December 20, 2023, is made by and among Chavant Capital Acquisition Corp., a Cayman Islands exempted company (the “Company”), Mobix Labs, Inc., a Delaware corporation (“Mobix Labs”), and the Backstop Investor (as defined below).
AMENDMENT TO NON-REDEMPTION AGREEMENTNon-Redemption Agreement • July 28th, 2023 • Roth CH Acquisition v Co. • Blank checks
This AMENDMENT TO VOTING AND NON-REDEMPTION AGREEMENT, dated as of _______, 2023 (this “Amendment”), is entered into by Roth CH Acquisition V Co., a Delaware corporation (the “Company”), and ____________________ (“Shareholder”).
NON-REDEMPTION AGREEMENTNon-Redemption Agreement • December 29th, 2023 • SK Growth Opportunities Corp • Blank checks • New York
This Non-Redemption Agreement (this “Agreement”) is entered as of December [●], 2023 by and among SK Growth Opportunities Corporation (“SK Growth”), Auxo Capital Managers LLC, a Delaware limited liability company (the “Sponsor”) and the undersigned investors (collectively, the “Investor”).
NON-REDEMPTION AGREEMENT AND ASSIGNMENT OF ECONOMIC INTERESTNon-Redemption Agreement • July 6th, 2023 • Andretti Acquisition Corp. • Blank checks • New York
This Non-Redemption Agreement and Assignment of Economic Interest (this “Agreement”) is entered as of July [•], 2023 by and Andretti Acquisition Corp., a Cayman Islands exempted limited liability company (“WNNR”), Andretti Sponsor LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned investors (collectively, the “Investor”).
AMENDMENT TO THE NON-REDEMPTION AGREEMENTNon-Redemption Agreement • September 14th, 2023 • BYTE Acquisition Corp. • Services-prepackaged software
This Amendment to the Non-Redemption Agreement (this “Amendment”) is dated September 14, 2023, by and between BYTE Acquisition Corp., a Cayman Islands exempted company (the “Company”) and the undersigned shareholder (the “Holder”).
NON-REDEMPTION AGREEMENTNon-Redemption Agreement • November 30th, 2022 • InterPrivate II Acquisition Corp. • Services-auto rental & leasing (no drivers) • Delaware
This NON-REDEMPTION AGREEMENT (this “Agreement”), dated as of November 28, 2022, is made by and among InterPrivate II Acquisition Corp., a Delaware corporation (the “Company”), and the Magnetar Funds (as defined below) set forth on Exhibit A (collectively, the “Investors” and each, an “Investor”).
NON-REDEMPTION AGREEMENTNon-Redemption Agreement • November 8th, 2023 • Black Mountain Acquisition Corp. • Blank checks • New York
This Non-Redemption Agreement (this “Agreement”) is entered as of [•], 2023 by and among Black Mountain Acquisition Corp., a Delaware corporation (“BMAC”), Black Mountain Sponsor LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned investors (collectively, the “Investor”).
NON-REDEMPTION AGREEMENTNon-Redemption Agreement • March 27th, 2024 • Viveon Health Acquisition Corp. • Pharmaceutical preparations • New York
This Non-Redemption Agreement (this “Agreement”) is entered as of March 27, 2024, by and among Viveon Health Acquisition Corp., a Delaware corporation (“VHAQ” or the “Company”), Viveon Health LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned investor (collectively, the “Investor”).
AMENDMENT NO. 1 TO NON-REDEMPTION AGREEMENTNon-Redemption Agreement • May 10th, 2022 • Dynamics Special Purpose Corp. • Biological products, (no disgnostic substances)
THIS AMENDMENT NO. 1 TO NON-REDEMPTION AGREEMENT (this “Amendment”), dated as of May , 2022, is made by and among Dynamics Sponsor LLC, a Delaware limited liability company (the “Sponsor”), Dynamics Special Purpose Corp., a Delaware corporation (“DYNS”) and the undersigned investor (the “Investor”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Non-Redemption Agreement (as defined below).
FORM OF NON-REDEMPTION AGREEMENTNon-Redemption Agreement • May 22nd, 2023 • Forbion European Acquisition Corp. • Blank checks
THIS NON-REDEMPTION AGREEMENT (this “Agreement”) is made and entered into as of May 16th, 2023 by and among Forbion European Acquisition Corp., a Cayman Islands exempted company (“FEAC”), [•], a [•] and a holder of certain FEAC Class A Shares and certain FEAC Public Warrants (as defined below) (the “FEAC Shareholder”) and enGene Holdings Inc., a company incorporated under the laws of Canada (“Newco”). Each of FEAC, the FEAC Shareholder and Newco will individually be referred to herein 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 Business Combination Agreement (as defined below).
NON-REDEMPTION AGREEMENTNon-Redemption Agreement • November 3rd, 2023 • Worldwide Webb Acquisition Corp. • Services-management consulting services • Delaware
This NON-REDEMPTION AGREEMENT (this “Agreement”), dated as of November [•], 2023, is made by and between Worldwide Webb Acquisition Corp., a Cayman Islands exempted company (the “Company”), and the Backstop Investor (as defined below).
NON-REDEMPTION AGREEMENTNon-Redemption Agreement • November 13th, 2023 • Pyrophyte Acquisition Corp. • Blank checks
THIS NON-REDEMPTION AGREEMENT (this “Agreement”) is made and entered into as of November 13, 2023 by and among Pyrophyte Acquisition Corp., a Cayman Islands exempted company (“Pyrophyte” or the “Issuer”), Verition Multi-Strategy Master Fund Ltd., a Cayman Islands exempted company with limited liability and a holder of certain Pyrophyte Class A Shares (as defined below) (the “Pyrophyte Shareholder”), and Sio Silica Incorporated, a newly-formed Alberta corporation formed solely for the purposes of engaging in the Transaction (as defined below) and wholly owned by Feisal Somji, a nominee of Sio (as defined below) (“Sio Newco” and following the consummation of the transactions contemplated by the Business Combination Agreement (as defined below), “New SPAC”). Each of Pyrophyte, the Pyrophyte Shareholder, and Sio Newco will individually be referred to herein as a “Party” and, collectively, as the “Parties”. Capitalized terms used but not otherwise defined herein shall have the meanings ascr
