Churchill Capital Corp II Contracts & Agreements

Letter Agreement to Serve as Chair and CEO dated September 4, 2024, between Ronald W. Hovsepian and Skillsoft Corp (Filed With SEC on September 9, 2024)

Transition and Separation Agreement dated May 23, 2024, between Jeffery Tarr and Skillsoft Corp (Filed With SEC on September 9, 2024)

Form of Transition Award Agreement (Filed With SEC on July 26, 2024)

First Amendment to Skillsoft Corp. 2020 Omnibus Incentive Plan (Filed With SEC on July 19, 2024)

Form of Restricted Stock Unit Award Agreement (Performance-Based) (Filed With SEC on April 15, 2024)

Form of Non-Employee Director Restricted Stock Unit Award Agreement (Filed With SEC on April 15, 2024)

Specimen Class A Common Stock Certificate (Filed With SEC on April 15, 2024)

Description of Securities (Filed With SEC on April 15, 2024)

SecondAmended and Restated Employment Agreement, dated as of December 3, 2023, by and between Jeffrey R. Tarr and Skillsoft Corp (Filed With SEC on December 5, 2023)

Amended and Restated Employment Agreement, dated as of September 8, 2023, by and between Jeffrey R. Tarr and Skillsoft Corp (Filed With SEC on September 11, 2023)

Form of Restricted Stock Unit Award Agreement (Performance-Based) (Filed With SEC on April 14, 2023)

Form of Non-Employee Director Restricted Stock Unit Award Agreement (Filed With SEC on April 14, 2023)

Specimen Class A Common Stock Certificate (Filed With SEC on April 14, 2023)

Offer Letter by and between Skillsoft Corp. and Richard Walker, dated October 10, 2022 (Filed With SEC on October 11, 2022)

Letter Agreement by and between Skillsoft Corp. and Gary W. Ferrera, dated October 10, 2022 (Filed With SEC on October 11, 2022)

Stock Purchase Agreement, dated as of June 12, 2022, by and among Skillsoft Corp., Skillsoft (US) Corporation, Amber Holding Inc., and Cornerstone OnDemand, Inc (Filed With SEC on June 13, 2022)

Term Sheet for Employment Agreement with Apratim Purakayastha, dated May 15, 2021 (Filed With SEC on June 9, 2022)

Form of Non-US Restricted Stock Unit Award Agreement (Time based) (Filed With SEC on April 18, 2022)

Form of Non-Employee Director Restricted Stock Unit Award Agreement (Filed With SEC on April 18, 2022)

Description of Securities (Filed With SEC on April 18, 2022)

Agreement and Plan of Merger, dated as of December 22, 2021, by and among Skillsoft Corp., Ryzac, Inc., Skillsoft Finance II, Inc., Skillsoft Newco I, Inc., Skillsoft Newco II,... (Filed With SEC on April 5, 2022)

Agreement and Plan of Merger, dated as of December 22, 2021, by and among Skillsoft Corp., Ryzac, Inc., Skillsoft Finance II, Inc., Skillsoft Newco I, Inc., Skillsoft Newco II,... (Filed With SEC on December 22, 2021)

Form of Restricted Stock Unit Award Agreement (Performance-Based) (Filed With SEC on September 14, 2021)

Option Award Agreement, dated as of June 11, 2021 and effective as of June 11, 2021, by and between Skillsoft Corp. and Jeffrey R. Tarr (Filed With SEC on September 14, 2021)

Form of Option Award Agreement (Filed With SEC on September 14, 2021)

Restricted Stock Unit Award Agreement, dated as of June 11, 2021 and effective as of June 11, 20201, by and between Skillsoft Corp. and Jeffrey R. Tarr (Filed With SEC on September 14, 2021)

Form of Restricted Stock Unit Award Agreement (Time based) (Filed With SEC on September 14, 2021)

Form of Indemnity Agreement for Directors and Officers (Filed With SEC on September 14, 2021)

Offer Letter dated August 3, 2021 (Filed With SEC on August 5, 2021)

Churchill Capital Corp II 2020 Omnibus Incentive Plan (Filed With SEC on July 6, 2021)

Employment term sheet, dated May 15, 2021, by and among Apratim Purakayastha and Churchill (Filed With SEC on July 6, 2021)

Specimen Warrant Certificate (included in Exhibit 4.3) (Filed With SEC on June 17, 2021)

Indemnity Agreement, dated June 26, 2020, between the Registrant and Dena J. Brumpton (Filed With SEC on March 15, 2021)

Merger Agreement Amendment, dated as of January 22, 2021, by and between Churchill and Software Luxembourg Holding S.A (Filed With SEC on January 28, 2021)

Sponsor Agreement Amendment, dated as of January 22, 2021, by and among Churchill, Software Luxembourg Holding S.A., Sponsor and Churchills directors and officers (Filed With SEC on January 28, 2021)

Promissory Note, dated November 2, 2020 (Filed With SEC on November 6, 2020)

Indemnity Agreement, dated July 24, 2019, between the Registrant and Jeremy Paul Abson (Filed With SEC on March 26, 2020)

Description of Securities of the Company (Filed With SEC on March 26, 2020)

Amendment to the Underwriting Agreement, dated July 1, 2019, among the Company and Citigroup Global Markets Inc., as representative of the underwriters (Filed With SEC on July 2, 2019)

Underwriting Agreement, dated June 26, 2019, among the Company and Citigroup Global Markets Inc., as representative of the underwriters (Filed With SEC on July 2, 2019)

Warrant Agreement, dated June 26, 2019, between the Company and Continental Stock Transfer & Trust Company, as warrant agent (Filed With SEC on July 2, 2019)

Letter Agreement, dated June 26, 2019, among the Company, its officers and directors and the Sponsor (Filed With SEC on July 2, 2019)

Investment Management Trust Agreement, dated June 26, 2019, between the Company and Continental Stock Transfer & Trust Company, as trustee (Filed With SEC on July 2, 2019)

Registration Rights Agreement, dated June 26, 2019, among the Company and certain other security holders named therein (Filed With SEC on July 2, 2019)

Private Placement Warrant Purchase Agreement, dated June 26, 2019, between the Company and the Sponsor (Filed With SEC on July 2, 2019)

Indemnity Agreement, dated June 26, 2019, between the Company and Peter Seibold (Filed With SEC on July 2, 2019)

Indemnity Agreement, dated June 26, 2019, between the Company and Mark Klein (Filed With SEC on July 2, 2019)

Indemnity Agreement, dated June 26, 2019, between the Company and Malcolm S. McDermid (Filed With SEC on July 2, 2019)

Indemnity Agreement, dated June 26, 2019, between the Company and Glenn August (Filed With SEC on July 2, 2019)

Indemnity Agreement, dated June 26, 2019, between the Company and Karen G. Mills (Filed With SEC on July 2, 2019)

Indemnity Agreement, dated June 26, 2019, between the Company and Michael Klein (Filed With SEC on July 2, 2019)

Administrative Services Agreement, dated June 26, 2019, between the Company and an affiliate of the Sponsor (Filed With SEC on July 2, 2019)

Specimen Unit Certificate (Filed With SEC on June 10, 2019)

Form of Administrative Services Agreement, by and between the Registrant and an affiliate of Churchill Sponsor II LLC (Filed With SEC on June 10, 2019)

Form of Indemnity Agreement (Filed With SEC on June 10, 2019)

Warrants Subscription Agreement between the Registrant and Churchill Sponsor II LLC (Filed With SEC on June 10, 2019)

Securities Subscription Agreement, dated April 11, 2019, between the Registrant and Churchill Sponsor II LLC (Filed With SEC on June 10, 2019)

Form of Registration Rights Agreement between the Registrant and certain security holders (Filed With SEC on June 10, 2019)

Form of Investment Management Trust Agreement between Continental Stock Transfer & Trust Company and the Registrant (Filed With SEC on June 10, 2019)

Form of Letter Agreement among the Registrant and the Registrants officers and directors and Churchill Sponsor II LLC and its members (Filed With SEC on June 10, 2019)

Promissory Note, dated April 29, 2019, issued to Churchill Sponsor II LLC (Filed With SEC on June 10, 2019)

Specimen Warrant Certificate (included in Exhibit 4.4) (Filed With SEC on June 10, 2019)

Specimen Class A Common Stock Certificate (Filed With SEC on June 10, 2019)

Form of Underwriting Agreement (Filed With SEC on June 10, 2019)

FORM OF INDEMNIFICATION AGREEMENT (Filed With SEC on October 8, 2010)

W I T N E S S E T H: (Filed With SEC on October 8, 2010)

Novation and Assumption Agreement (Filed With SEC on October 8, 2010)

W I T N E S S E T H: (Filed With SEC on October 8, 2010)

FIRST AMENDMENT TO GUARANTEE AND COLLATERAL AGREEMENT (Filed With SEC on October 8, 2010)

GUARANTEE AND COLLATERAL AGREEMENT made by SSILUXCO II S.À R.L. SSI INVESTMENTS I LIMITED, SSI INVESTMENTS II LIMITED, SSI INVESTMENTS III LIMITED, and the Subsidiaries of SSI... (Filed With SEC on October 8, 2010)

$365,000,000 AMENDED AND RESTATED CREDIT AGREEMENT dated as of May 26, 2010 among Holdings, the Borrower, THE LENDERS PARTY HERETO, MORGAN STANLEY SENIOR FUNDING, INC., as... (Filed With SEC on October 8, 2010)

REGISTRATION RIGHTS AGREEMENT Dated: May 26, 2010 among SSIINVESTMENTS II LIMITED SSI CO-ISSUER LLC and THEGUARANTORS NAMED HEREIN and MORGAN STANLEY & CO. INCORPORATED BARCLAYS... (Filed With SEC on October 8, 2010)

FIRST SUPPLEMENTAL INDENTURE (Filed With SEC on October 8, 2010)

SSI INVESTMENTS II LIMITED SSI CO-ISSUER LLC AND EACH OF THE GUARANTORS PARTY HERETO $310,000,000 11.125% SENIOR NOTES DUE 2018 INDENTURE Dated as of May 26, 2010 Wilmington... (Filed With SEC on October 8, 2010)

[Face of Note] (Filed With SEC on October 8, 2010)

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Churchill Capital Corp II Contracts & Agreements