Sponsor Earnout Escrow Agreement Sample Contracts

AMENDMENT NO. 1 TO SPONSOR EARNOUT ESCROW AGREEMENT
Sponsor Earnout Escrow Agreement • September 28th, 2022 • EdtechX Holdings Acquisition Corp. II • Blank checks • New York

AMENDMENT NO. 1, made this 23rd day of June 2022 (“Amendment”), to the SPONSOR EARNOUT ESCROW AGREEMENT, dated as of May 16, 2022 (“Agreement”), by and among EdtechX Holdings Acquisition Corp. II, a Delaware corporation (together with its successors, “Parent”), IBIS Capital Sponsor II LLC, IBIS Capital Sponsor II EdtechX LLC and A1 Capital Advisory Asia Limited (collectively, the “Sponsors”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (“Escrow Agent”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Merger Agreement (as defined in the Agreement).

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SPONSOR EARNOUT ESCROW AGREEMENT
Sponsor Earnout Escrow Agreement • May 17th, 2022 • EdtechX Holdings Acquisition Corp. II • Blank checks • New York

This SPONSOR EARNOUT ESCROW AGREEMENT, dated as of MAy 16, 2022 (“Agreement”), by and among EdtechX Holdings Acquisition Corp. II, a Delaware corporation (together with its successors, “Parent”), IBIS Capital Sponsor II LLC and IBIS Capital Sponsor II EdtechX LLC and A1 Capital Advisory Asia Limited (collectively, the “Sponsors”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (“Escrow Agent”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Merger Agreement (defined below).

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