REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 12th, 2019 • Silver Spike Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 7, 2019, is made and entered into by and among Silver Spike Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Silver Spike Sponsor, LLC, a Delaware limited liability company (the “Sponsor”, together with any other parties listed on the signature pages hereto and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively the “Holders”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • August 12th, 2019 • Silver Spike Acquisition Corp. • Blank checks • New York
Pursuant to Section 1(k) of the Investment Management Trust Agreement between Silver Spike Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·], 2019 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders of the Company $[·] of the principal and interest income earned on the Property as of the date hereof into a segregated account held by you on behalf of the Beneficiaries for distribution to the Shareholders who have requested redemption of their Ordinary Shares. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement.
25,000,000 Units Silver Spike Acquisition Corp. UNDERWRITING AGREEMENTUnderwriting Agreement • August 12th, 2019 • Silver Spike Acquisition Corp. • Blank checks • New York
FORM OF INDEMNITY AGREEMENTForm of Indemnity Agreement • August 12th, 2019 • Silver Spike Acquisition Corp. • Blank checks • New York
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of August 7, 2019, by and between Silver Spike Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Scott Gordon (“Indemnitee”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • July 26th, 2019 • Silver Spike Acquisition Corp. • Blank checks • New York
Pursuant to Section 1(k) of the Investment Management Trust Agreement between Silver Spike Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·], 2019 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders of the Company $[·] of the principal and interest income earned on the Property as of the date hereof into a segregated account held by you on behalf of the Beneficiaries for distribution to the Shareholders who have requested redemption of their Ordinary Shares. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement.
SPONSOR WARRANTS PURCHASE AGREEMENTSponsor Warrants Purchase Agreement • August 12th, 2019 • Silver Spike Acquisition Corp. • Blank checks • New York
THIS SPONSOR WARRANTS PURCHASE AGREEMENT, dated as of August 7, 2019 (as it may from time to time be amended, this “Agreement”), is entered into by and between Silver Spike Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Silver Spike Sponsor, LLC, a Delaware limited liability company (the “Purchaser”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • June 22nd, 2021 • Wm Technology, Inc. • Services-prepackaged software • Delaware
This Indemnification Agreement (this “Agreement”) is dated as of _________________, 2021 and is between WM Technology, Inc., a Delaware corporation (the “Company”), and ______________ (“Indemnitee”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 19th, 2019 • Silver Spike Acquisition Corp. • Blank checks • Delaware
This Securities Purchase Agreement (this “Agreement”), effective as of June 11, 2019, is made and entered into by and between Silver Spike Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Silver Spike Sponsor, LLC, a Delaware limited liability company (the “Buyer”).
FORM OF AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 16th, 2020 • Silver Spike Acquisition Corp. • Blank checks • New York
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2020, is made and entered into by and among [●], a Delaware corporation (the “Company”), Silver Spike Sponsor, LLC, a Delaware limited liability company (the “Sponsor”), and the other undersigned parties listed under Holders on the signature pages hereto (each, a “Holder” and, collectively, the “Holders”).
Silver Spike Acquisition Corp. 1114 6th Ave, 41st Floor New York, New York, 10036 Re: Initial Public Offering Ladies and Gentlemen:Letter Agreement • August 12th, 2019 • Silver Spike Acquisition Corp. • Blank checks • New York
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) to be entered into by and between Silver Spike Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Credit Suisse Securities (USA) LLC (the “Representative”), as the representative of the several underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”) of 28,750,000 of the Company’s units (including up to 3,750,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one Class A ordinary share of the Company, par value $0.0001 per share (the “Class A ordinary shares”), and one-half of one warrant (each, a “Warrant”). Each whole Warrant entitles the holder thereof to purchase one Class A ordinary share at a price of $11.50 per share, subject to adjustment. The Units shall be sold in the Public Offering pursuant to a registration stat
WARRANT AGREEMENT between SILVER SPIKE ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANYWarrant Agreement • August 12th, 2019 • Silver Spike Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of August 7, 2019, is by and between Silver Spike Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”).
LEASE BETWEEN THE IRVINE COMPANY LLC AND GHOST MEDIA GROUP, LLCLease • June 22nd, 2021 • Wm Technology, Inc. • Services-prepackaged software • California
THIS LEASE is made as of November 11, 2013, by and between The Irvine Company LLC, a Delaware limited liability company, hereafter called “Landlord,” and Ghost Media Group, LLC, a Nevada limited liability company, hereafter called “Tenant.”
TAX RECEIVABLE AGREEMENT among and THE PERSONS NAMED HEREIN Dated as of [ ]Tax Receivable Agreement • December 10th, 2020 • Silver Spike Acquisition Corp. • Blank checks • Delaware
This TAX RECEIVABLE AGREEMENT (this “Agreement”), dated as of [ ], is hereby entered into by and among [ ], a Delaware corporation (the “Corporate Taxpayer”), and each of the other persons from time to time party hereto (the “TRA Parties”).
SEPARATION AND RELEASE AGREEMENTSeparation and Release Agreement • November 8th, 2023 • Wm Technology, Inc. • Services-prepackaged software • California
THIS SEPARATION AND RELEASE AGREEMENT (“Agreement”) is made and entered into effective October 18 , 2023 (the “Effective Date”), between Ghost Management Group, LLC, a Delaware limited liability company, and its owners, officers, directors, shareholders, employees, agents, assigns, representatives, affiliates, parents, subsidiaries and successors in interest (collectively, the “Company”), on the one hand, and Randa Dawnelle McMinn, an individual (“Employee”), on the other hand. Each of the Company and Employee may be referred to individually as a “Party” and collectively as the “Parties.”
EXCHANGE AGREEMENTExchange Agreement • June 22nd, 2021 • Wm Technology, Inc. • Services-prepackaged software • Delaware
EXCHANGE AGREEMENT (this “Agreement”), dated as of June 16, 2021, among WM Technology, Inc., a Delaware corporation, WM Holding Company, LLC, a Delaware limited liability company, and the holders from time to time party hereto, other than the Corporation (as defined herein), of LLC Units (as defined herein) from time to time party hereto.
THIRD AMENDMENT TO LEASEDollar Allowance • June 22nd, 2021 • Wm Technology, Inc. • Services-prepackaged software
FIRST AMENDMENT TO LEASE AND CONSENT TO ASSIGNMENTWm Technology, Inc. • June 22nd, 2021 • Services-prepackaged software
STRATEGIC ADVISOR AGREEMENTStrategic Advisor Agreement • June 22nd, 2021 • Wm Technology, Inc. • Services-prepackaged software • California
THIS STRATEGIC ADVISOR AGREEMENT (“Agreement”) is made and entered into between Ghost Management Group, LLC, a Delaware limited liability company (the “Company”), on the one hand, and Steven Jung, an individual (“Employee”), on the other hand. Each of Company and Employee may be referred to individually as a “Party” and collectively as the “Parties.”
SECOND AMENDMENT TO LEASEWm Technology, Inc. • June 22nd, 2021 • Services-prepackaged software
FORM OF EXCHANGE AGREEMENTForm of Exchange Agreement • December 16th, 2020 • Silver Spike Acquisition Corp. • Blank checks • Delaware
EXCHANGE AGREEMENT (this “Agreement”), dated as of [ ], 2021, among [Pubco], a Delaware corporation, WM Holding Company, LLC, a Delaware limited liability company, and the holders from time to time party hereto, other than the Corporation (as defined herein), of LLC Units (as defined herein) from time to time party hereto.
Re: Sponsor Letter AgreementSilver Spike Acquisition Corp. • December 16th, 2020 • Blank checks
Reference is made to that certain Agreement and Plan of Merger, dated as of December 10, 2020 (as amended, the “Merger Agreement”) by and among Silver Spike Acquisition Corp., a Cayman Island exempted company (including any successor entity thereto, including upon the Domestication (as defined in the Merger Agreement), “Parent”), Silver Spike Merger Sub LLC, a Delaware limited liability company and wholly owned direct subsidiary of Parent (“Merger Sub”), WM Holding Company, LLC, a Delaware limited liability company (including the successor entity in its merger with Merger Sub pursuant to the Merger Agreement, the “Company”), and Ghost Media Group, LLC, a Nevada limited liability company, solely in its capacity as the Holder Representative (as defined in the Merger Agreement). Any capitalized term used but not defined herein will have the meanings ascribed thereto in the Merger Agreement.
FOURTH AMENDMENT TO LEASEWm Technology, Inc. • June 22nd, 2021 • Services-prepackaged software
FOURTH AMENDED AND RESTATED OPERATING AGREEMENT OF WM HOLDING COMPANY, LLCOperating Agreement • June 22nd, 2021 • Wm Technology, Inc. • Services-prepackaged software • Delaware
This Fourth Amended and Restated Operating Agreement (this “Agreement”) of WM Holding Company, LLC (the “Company”), is made as of June 16, 2021 (the “Effective Date”) by and among WM Technology, Inc., a Delaware corporation, as the Managing Member, and the Members set forth on Schedule I hereto and each other person who is or at any time becomes a Member in accordance with the terms of this Agreement and the Act.
November 7, 2022Rsu Award Agreement • March 16th, 2023 • Wm Technology, Inc. • Services-prepackaged software
This letter sets forth the substance of the separation agreement (the “Agreement”) that WM Technology, Inc. (the “Company”) is offering to you.
AGREEMENT AND PLAN OF MERGER by and among SILVER SPIKE ACQUISITION CORP., SILVER SPIKE MERGER SUB LLC, WM HOLDING COMPANY, LLC, and solely in its capacity as the Holder Representative, GHOST MEDIA GROUP, LLC dated as of December 10, 2020Agreement and Plan of Merger • December 10th, 2020 • Silver Spike Acquisition Corp. • Blank checks • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of December 10, 2020, is entered into by and among Silver Spike Acquisition Corp., a Cayman Islands exempted company (“Silver Spike”), Silver Spike Merger Sub LLC, a Delaware limited liability company and a wholly owned direct Subsidiary of Silver Spike (“Merger Sub”), WM Holding Company, LLC, a Delaware limited liability company (the “Company”), and Ghost Media Group, LLC, a Nevada limited liability company, solely in its capacity as the initial Holder Representative (as defined below) hereunder. Silver Spike, Merger Sub, the Company and the Holder Representative are referred to herein as the “Parties”.
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • December 16th, 2020 • Silver Spike Acquisition Corp. • Blank checks
This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is being executed and delivered as of December 10, 2020, by the Person named on the signature page hereto (the “Equityholder”), in favor of, and for the benefit of Silver Spike Acquisition Corp., a Cayman Islands exempted company (together with its successors, including the resulting Delaware corporation after the consummation of the Domestication (as defined below), “Parent”), and WM Holding Company, LLC, a Delaware limited liability company (together with its successors, including the surviving limited liability company in the Merger (as defined below), the “Company”). For purposes of this Agreement, Parent, the Company and the Equityholder are each a “Party” and collectively the “Parties”. Each capitalized term used and not otherwise defined herein has the meaning ascribed to such term in the Merger Agreement (as defined below).
Silver Spike Acquisition Corp.Silver Spike Acquisition Corp. • August 12th, 2019 • Blank checks • New York
This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for the initial public offering (the “IPO”) of the securities of Silver Spike Acquisition Corp. (the “Company”) and continuing until the earlier of (i) the consummation by the Company of an initial business combination and (ii) the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), Silver Spike Sponsor, LLC shall make available to the Company certain office space and administrative and support services as may be required by the Company from time to time, at 1114 6th Ave, 41st Floor, New York, New York 10036. In exchange therefore, the Company shall pay Silver Spike Sponsor, LLC $20,000 per month on the Effective Date and continuing monthly thereafter until the Termination Date.
Executive Services AgreementServices Agreement • August 9th, 2023 • Wm Technology, Inc. • Services-prepackaged software • Texas
SeatonHill Partners, LP (“SeatonHill,” “we,” or “us”) is pleased that WM Technology, Inc. (along with its affiliated entities, the “Company,” “you” or “your”) desires to engage SeatonHill to provide chief financial officer (“CFO”) services. This letter along with the terms and conditions attached as Exhibit A and B (collectively, the “Agreement”) confirms our mutual understanding of the terms and conditions upon which SeatonHill will make available to you the services of Mary Hoitt (the "CFO Partner") with the support of at least one additional advisory partner with relevant industry experience and the intellectual capital and support of SeatonHill for use in connection with our relationship with you.
SUBSCRIPTION AGREEMENTSubscription Agreement • December 10th, 2020 • Silver Spike Acquisition Corp. • Blank checks
In connection with the proposed business combination (the “Transaction”) between Silver Spike Acquisition Corp., a Cayman Islands exempted company (including any successor thereto pursuant to the terms of the Transaction Agreement, “Silver Spike”), and WM Holding Company LLC, a Delaware limited liability company (“WM”), pursuant to the Agreement and Plan of Merger (the “Transaction Agreement”) to be entered into among Silver Spike, WM and Silver Spike Merger Sub LLC, a Delaware limited liability company and wholly owned subsidiary of Silver Spike, Silver Spike is seeking commitments from interested investors to purchase Class A ordinary shares, par value $0.0001 per share of Silver Spike or shares of common stock of Silver Spike into which such Class A ordinary shares are converted in connection with the domestication of Silver Spike to Delaware (the “Shares”), for a purchase price of $10.00 per share. The aggregate purchase price to be paid by the undersigned (the “Investor”) for the
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 22nd, 2021 • Wm Technology, Inc. • Services-prepackaged software • New York
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 16, 2021, is made and entered into by and among WM Technology, Inc., a Delaware corporation (the “Company”), Silver Spike Sponsor, LLC, a Delaware limited liability company (the “Sponsor”), and the other undersigned parties listed under Holders on the signature pages hereto (each, a “Holder” and, collectively, the “Holders”).
TAX RECEIVABLE AGREEMENT among WM TECHNOLOGY, INC. and THE PERSONS NAMED HEREIN Dated as of June 16, 2021Tax Receivable Agreement • June 22nd, 2021 • Wm Technology, Inc. • Services-prepackaged software • Delaware
This TAX RECEIVABLE AGREEMENT (this “Agreement”), dated as of June 16, 2021, is hereby entered into by and among WM Technology, Inc., a Delaware corporation (the “Corporate Taxpayer”), and each of the other persons from time to time party hereto (the “TRA Parties”).
FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • June 11th, 2021 • Silver Spike Acquisition Corp. • Services-prepackaged software
THIS FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this “Amendment”) is made and entered into as of June 10, 2021 by and among Silver Spike Acquisition Corp., a Cayman Islands exempted company (“Silver Spike”), Silver Spike Merger Sub LLC, a Delaware limited liability company (“Merger Sub”), WM Holding Company, a Delaware limited liability company (the “Company”) and Ghost Media Group, LLC, a Nevada limited liability company, solely in its capacity as Holder Representative (together with Silver Spike, Merger Sub, and the Company, the “Parties”). Capitalized terms used and not defined herein have the respective meanings ascribed to them in the Merger Agreement (as defined below).
Silver Spike Acquisition Corp.Silver Spike Acquisition Corp. • July 26th, 2019 • Blank checks • New York
This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for the initial public offering (the “IPO”) of the securities of Silver Spike Acquisition Corp. (the “Company”) and continuing until the earlier of (i) the consummation by the Company of an initial business combination and (ii) the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), Silver Spike Sponsor, LLC shall make available to the Company certain office space and administrative and support services as may be required by the Company from time to time, at 1114 6th Ave, 41st Floor, New York, New York 10036. In exchange therefore, the Company shall pay Silver Spike Sponsor, LLC $20,000 per month on the Effective Date and continuing monthly thereafter until the Termination Date.
