AMENDED AND RESTATED WARRANT AGREEMENT FAST ACQUISITION CORP. II and CONTINENTAL STOCK TRANSFER & TRUST COMPANYWarrant Agreement • October 12th, 2023 • Falcon's Beyond Global, Inc. • Services-miscellaneous amusement & recreation • New York
THIS AMENDED AND RESTATED WARRANT AGREEMENT (this “Agreement”), dated as of October 5, 2023, is by and between FAST Acquisition Corp. II, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (in such capacity, the “Warrant Agent”).
SECOND AMENDED AND RESTATED WARRANT AGREEMENT FALCON’S BEYOND GLOBAL, INC. and CONTINENTAL STOCK TRANSFER & TRUST COMPANYWarrant Agreement • November 7th, 2023 • Falcon's Beyond Global, Inc. • Services-miscellaneous amusement & recreation • New York
THIS SECOND AMENDED AND RESTATED WARRANT AGREEMENT (this “Agreement”), dated as of November 3, 2023, is by and between Falcon’s Beyond Global, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (in such capacity, the “Warrant Agent”).
TAX RECEIVABLE AGREEMENT by and among FALCON’S BEYOND GLOBAL, INC. FALCON’S BEYOND GLOBAL, LLC THE TRA HOLDER REPRESENTATIVE (as defined herein), the several TRA HOLDERS (as defined herein) and OTHER TRA HOLDERS FROM TIME TO TIME PARTY HERETO Dated as...Tax Receivable Agreement • October 12th, 2023 • Falcon's Beyond Global, Inc. • Services-miscellaneous amusement & recreation • Delaware
This TAX RECEIVABLE AGREEMENT (as the same may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), dated as of October 6, 2023, is entered into by and among Falcon’s Beyond Global, Inc., a Delaware corporation, formerly known as Palm Holdco, Inc. (the “Corporation”), Falcon’s Beyond Global, LLC, a Delaware limited liability company (the “LLC”), the TRA Holder Representative (as defined below), and each of the Exchange TRA Holders (as defined below) from time to time made party hereto (collectively, the “TRA Holders”).
LOAN AGREEMENTLoan Agreement • April 15th, 2024 • Falcon's Beyond Global, Inc. • Services-miscellaneous amusement & recreation • New York
This LOAN AGREEMENT, dated as of April 9, 2024 (this “Agreement”) is entered into by and among Falcon’s Beyond Global, LLC, a Delaware limited liability company (the “Borrower”), and Universal Kat Holdings, LLC, a Florida limited liability company (the “Lender”).
THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF FALCON’S CREATIVE GROUP, llc a Delaware Limited Liability Company Dated as of September 4, 2023Limited Liability Company Agreement • September 5th, 2023 • Falcon's Beyond Global, Inc. • Services-miscellaneous amusement & recreation • Delaware
This THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (as amended, restated, modified or supplemented from time to time in accordance with the terms hereof, this “Agreement”) of Falcon’s Creative Group, LLC, a Delaware limited liability company (the “Company”), is made and entered into as of September 4, 2023 (the “Effective Date”), by and between Falcon’s Beyond Global, LLC, a Florida limited liability company (“FBG”), and QIC Delaware, Inc., a Delaware corporation (“QIC”). The Company is organized under the Delaware Limited Liability Company Act, 6 Del. C. § 18-101, et seq. (as amended from time to time, the “Act”).
FORM OF INDEMNITY AGREEMENTForm of Indemnity Agreement • October 12th, 2023 • Falcon's Beyond Global, Inc. • Services-miscellaneous amusement & recreation • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [●], 2023, by and between Falcon’s Beyond Global, Inc., a Delaware corporation (the “Company”), and [●] (“Indemnitee”).
4TH JVA AMENDMENT AGREEMENTJva Amendment Agreement • May 15th, 2023 • Falcon's Beyond Global, Inc. • Services-miscellaneous amusement & recreation
FORM OF CONTRIBUTION AGREEMENTForm of Contribution Agreement • August 14th, 2023 • Falcon's Beyond Global, Inc. • Services-miscellaneous amusement & recreation • Delaware
This CONTRIBUTION AGREEMENT (the “Agreement”) is made and entered into as of __________, 2023, by and between Falcon’s Beyond Global, Inc., a Delaware corporation (“Pubco”) and Falcon’s Beyond Global, LLC, a Delaware limited liability company and a subsidiary of Pubco (the “Company”).
Katmandu Park Punta Cana ATTRACTION HARDWARE SALES AGREEMENT between Sierra Parima, S.A.S. and Falcon’s Treehouse National, LLCSales Agreement • June 29th, 2023 • Falcon's Beyond Global, Inc. • Services-miscellaneous amusement & recreation • Florida
THIS AGREEMENT (this “Agreement” or “Contract”) is entered into on the 17th day of November, 2021 (“Entry Date”) and made effective nunc pro tunc as to 11th day of September, 2019 (“Effective Date”), by and between SIERRA PARIMA, S.A.S., commercial company organized and existing under the laws of the Dominican Republic, registered in the National Taxpayers Registry (RNC) under the number [***], domiciled at the administrative offices of Palma Real Shopping Village, Bávaro, municipal tourist district Verón-Punta Cana, Salvaleón de Higüey municipality, La Altagracia province, Dominican Republic, duly represented for the purposes of this act by SAMUEL JORGE BELLO LIGHTBOURNE, Dominican, of legal age, single, private employee, bearer of the dominican identity and electoral card number [***], domiciled for these purposes at the administrative offices of Palma Real Shopping Village, Bávaro, municipal tourist district Verón-Punta Cana, Salvaleón de Higüey municipality, La Altagracia province,
SUBSCRIPTION AGREEMENTSubscription Agreement • May 15th, 2023 • Falcon's Beyond Global, Inc. • Services-miscellaneous amusement & recreation
This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into on May 10, 2023, between Falcon’s Beyond Global LLC, a Florida limited liability company (the “Company”), and Infinite Acquisitions, LLLP (“Infinite”).
AMENDMENT NO. 1 TO THE THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF FALCON’S CREATIVE GROUP, LLCFalcon's Beyond Global, Inc. • April 29th, 2024 • Services-miscellaneous amusement & recreation • Delaware
This AMENDMENT NO. 1 (this “Amendment”) to the Third Amended and Restated Limited Liability Company Agreement of Falcon’s Creative Group, LLC (the “Company”), dated as of September 4, 2023, by and between Falcon’s Beyond Global, LLC, a Florida limited liability company (“FBG”), and QIC Delaware, Inc., a Delaware corporation (“QIC”) (as amended, supplemented, modified or restated from time to time, the “LLC Agreement”), is made as of March 18, 2024.
EARNOUT ESCROW AGREEMENTEarnout Escrow Agreement • October 12th, 2023 • Falcon's Beyond Global, Inc. • Services-miscellaneous amusement & recreation
THIS EARNOUT ESCROW AGREEMENT (“Agreement”) is made as of October 12, 2023 and effective as of October 6, 2023, by and among Falcon’s Beyond Global, Inc., a Delaware corporation (the “Issuer”), whose address and other information appears on the Information Sheet (as defined herein) attached to this Agreement as Exhibit A, Falcon’s Beyond Global, LLC, a Delaware limited liability company (“Falcon’s”), whose address and other information appears on the Information Sheet attached to this Agreement as Exhibit A, the entities set forth on the signature pages hereto under the heading “Earnout Participants” (the “Earnout Participants”) and Continental Stock Transfer & Trust Company, 1 State Street, 30th Floor, New York, NY 10044 a New York corporation (“Escrow Agent”).
JOINT VENTURE AND SHAREHOLDERS’ AGREEMENT BY AND BETWEEN FUN STUFF, S.L. AND MELIA HOTELS INTERNATIONAL, S.A. CONCERNING SIERRA PARIMA, S.A. PALMA DE MALLORCA, SPAIN, June 26, 2019Joint Venture and Shareholders’ Agreement • May 15th, 2023 • Falcon's Beyond Global, Inc. • Services-miscellaneous amusement & recreation
Fun Stuff and MHI shall be jointly referred to as the “Parties” or the “Shareholders”, and each of them a “Party” or a “Shareholder”.
STOCKHOLDER’S AGREEMENTStockholder’s Agreement • October 12th, 2023 • Falcon's Beyond Global, Inc. • Services-miscellaneous amusement & recreation • Delaware
THIS STOCKHOLDER’S AGREEMENT (“Agreement”) is made and entered into as of October [●], 2023, by and among Falcon’s Beyond Global, Inc., a Delaware corporation (the “Issuer”), [Falcon’s Beyond Global LLC, a Delaware limited liability company and subsidiary of the Issuer (“Falcon’s”)] and [_________] (the “Stockholder”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 12th, 2023 • Falcon's Beyond Global, Inc. • Services-miscellaneous amusement & recreation • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is dated as of October 5, 2023 (the “Effective Date”), by and among FAST Acquisition Corp. II, a Delaware corporation (the “SPAC”), Falcon’s Beyond Global, Inc., a Delaware corporation formerly known as Palm Holdco, Inc. (“Pubco”), FAST Sponsor II LLC, a Delaware limited company (the “Sponsor”) and each of the persons listed under the heading “Holders” on the signature pages attached hereto (together with the Sponsor, the “Holders,” and each (including the Sponsor) individually, a “Holder”).
WARRANT ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENT among FAST ACQUISITION CORP. II, FALCON’S BEYOND GLOBAL, INC. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated October 5, 2023Warrant Assignment, Assumption and Amendment Agreement • October 12th, 2023 • Falcon's Beyond Global, Inc. • Services-miscellaneous amusement & recreation • New York
THIS WARRANT ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENT (this “Agreement”), dated October 5, 2023 and effective as of the effective time of the SPAC Merger (as defined below), is made by and among FAST Acquisition Corp. II, a Delaware corporation (the “SPAC”), Falcon’s Beyond Global, Inc., a Delaware corporation (“Pubco”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”), and amends the Amended and Restated Warrant Agreement (the “Existing Warrant Agreement”), dated as of October 5, 2023, by and between the SPAC and the Warrant Agent. Capitalized terms used but not defined herein shall have the meaning ascribed to such terms in the Existing Warrant Agreement.
Credit Agreement KATMANDU COLLECTIONS, LLLP FALCONS BEYOND GLOBAL, LLCCredit Agreement • June 29th, 2023 • Falcon's Beyond Global, Inc. • Services-miscellaneous amusement & recreation • Florida
This Credit Agreement is made on December 30, 2021, between Falcons Beyond Global, LLC, a Florida Limited Liability Company (“Borrower”) and Katmandu Collections, LLLP, a Florida Limited Liability Partnership (“Lender”) to provide a revolving line of credit loan in the amount of Ten Million US dollars ($10,000,000.00) (the “Note”).
AMENDMENT TO THE JOINT VENTURE AND SHAREHOLDERS AGREEMENT OF 13th DECEMBER 2012Joint Venture and Shareholders • May 15th, 2023 • Falcon's Beyond Global, Inc. • Services-miscellaneous amusement & recreation
AMENDMENT TO SUBSCRIPTION AGREEMENTSubscription Agreement • June 29th, 2023 • Falcon's Beyond Global, Inc. • Services-miscellaneous amusement & recreation
THIS AMENDMENT (the “Amendment”), is entered into on June 23, 2023, between Falcon’s Beyond Global LLC, a Florida limited liability company (the “Company”), and Infinite Acquisitions, LLLP. (“Infinite”).
WAIVER OF CLOSING CONDITION October 4, 2023Falcon's Beyond Global, Inc. • October 11th, 2023 • Services-miscellaneous amusement & recreation
Under Section 9.01(g) of the Amended and Restated Agreement and Plan of Merger, dated as of January 31, 2023, as amended by Amendment No. 1 dated June 25, 2023, Amendment No. 2 dated July 7, 2023, and Amendment No. 3 dated September 1, 2023 (the “Merger Agreement”), by and among FAST Acquisition Corp. II, a Delaware corporation (“SPAC”), Falcon’s Beyond Global, LLC, a Florida limited liability company that has since redomesticated as a Delaware limited liability company (the “Company”), Falcon’s Beyond Global, Inc., a Delaware corporation and a wholly owned subsidiary of the Company, which was formerly known as Palm Holdco, Inc. (“Pubco”), and Palm Merger Sub, LLC, a Delaware limited liability company and a wholly owned subsidiary of Pubco, it is a condition to the closing of the transactions contemplated by the Merger Agreement that the Company Requisite Approval, defined as the affirmative vote of a majority of the managers of the Company and all of the members of the Company, shall
5th JVA AMENDMENT AGREEMENTFalcon's Beyond Global, Inc. • May 15th, 2023 • Services-miscellaneous amusement & recreation
CONTRIBUTION AGREEMENTContribution Agreement • October 12th, 2023 • Falcon's Beyond Global, Inc. • Services-miscellaneous amusement & recreation • Delaware
This CONTRIBUTION AGREEMENT (the “Agreement”) is made and entered into as of October 6, 2023, by and between Falcon’s Beyond Global, Inc., a Delaware corporation (“Pubco”) and Falcon’s Beyond Global, LLC, a Delaware limited liability company and a subsidiary of Pubco (the “Company”).
FALCON’S CREATIVE GROUP, LLC SUBSCRIPTION AGREEMENTSubscription Agreement • August 14th, 2023 • Falcon's Beyond Global, Inc. • Services-miscellaneous amusement & recreation • Delaware
THIS SUBSCRIPTION AGREEMENT (this “Agreement”) is entered into by and between Falcon’s Creative Group, LLC, a Delaware limited liability company (the “Company”), QIC Delaware, Inc., a Delaware corporation (the “Purchaser”), and, solely for purposes of Sections 5.3 and 5.4, Falcon’s Beyond Global, LLC, a Florida limited liability company, as of July 27, 2023 (the “Effective Date”).
AMENDED AND RESTATED OPERATING AGREEMENT ofOperating Agreement • October 12th, 2023 • Falcon's Beyond Global, Inc. • Services-miscellaneous amusement & recreation • Delaware
AMENDED AND RESTATED OPERATING AGREEMENT (as the same may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”) of Falcon’s Beyond Global, LLC, a Delaware limited liability company (the “Company”), dated as of October 6, 2023 (the “Effective Date”), by and among the Company, Falcon’s Beyond Global, Inc., a Delaware corporation which was formerly known as Palm Holdco, Inc., as a member and as the manager of the Company (“PubCo”), and each of the other Members (as defined below).
AMENDMENT TO CREDIT AGREEMENT KATMANDU COLLECTIONS, LLLP FALCONS BEYOND GLOBAL, LLC AND FALCONS BEYOND GLOBAL, INC.Credit Agreement • June 29th, 2023 • Falcon's Beyond Global, Inc. • Services-miscellaneous amusement & recreation
This Amendment to Credit Agreement (the “Amendment”), dated June 23, 2023, hereby amends that certain Credit Agreement between Infinite Acquisitions, LLLP (f/k/a Katmandu Collections, LLLP), a Nevada limited liability limited partnership (“Lender”), and Falcons Beyond Global, LLC, a Florida limited liability company (“Borrower”), dated as of December 30, 2021 (the “Credit Agreement”). Falcon’s Beyond Global, Inc., a Delaware corporation (“FBG”), is hereby joined as a party hereto. Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Credit Agreement.
