Delwinds Insurance Acquisition Corp. | Business Contracts

Merger Agreement, dated January 10, 2023, by and between (i) FOXO Technologies Inc., (ii) FOXO Life Insurance Company (fka Memorial Insurance Company of America), (iii) FOXO Life,... (Filed With SEC on January 12, 2023)

Amended and Restated Employment Agreement of Brian Chen (Filed With SEC on December 23, 2022)

Form of Michael Wills Offer Letter (Filed With SEC on November 21, 2022)

Form of Securities Purchase Agreement, dated as of January 25 2021, by and among FOXO Technologies Inc. and purchaser signatories thereto (Filed With SEC on November 21, 2022)

Form of Indemnification Agreement (Filed With SEC on September 21, 2022)

Form of Amended and Restated Employment Agreement of Brian Chen (Filed With SEC on November 21, 2022)

Form of Employment Agreement of Robby Potashnick (Filed With SEC on November 21, 2022)

Form of Tyler Danielsons Offer Letter (Filed With SEC on November 21, 2022)

Form of Employment Agreement of Jon Sabes (Filed With SEC on November 21, 2022)

Amendment to Forward Purchase Agreement, dated November 10, 2022, by and between (i) FOXO Technologies Inc. (f/k/a Delwinds Insurance Acquisition Corp.), (ii) Meteora Special... (Filed With SEC on November 15, 2022)

Forward Share Purchase Agreement, dated September 13, 2022, by and between (i) Delwinds, (ii) Meteora Special Opportunity Fund I, LP, a Delaware limited partnership (MSOF), (iii)... (Filed With SEC on September 21, 2022)

Form of Assumed Warrant (Filed With SEC on September 21, 2022)

Form of 15% Senior Promissory Note (Filed With SEC on September 21, 2022)

FOXO Technologies Inc. 2022 Equity Incentive Plan (Filed With SEC on September 21, 2022)

FOXO Technologies Inc. 2020 Equity Incentive Plan (Filed With SEC on September 21, 2022)

Form of FOXO Technologies Inc. 2020 Equity Incentive Plan Award Agreements (Filed With SEC on September 21, 2022)

Form of Revised Backstop Subscription Agreement, dated September 13, 2022 (Filed With SEC on September 21, 2022)

Insider Letter Amendment (Filed With SEC on September 21, 2022)

Form of Senior Promissory Note Purchase Agreement (Filed With SEC on September 21, 2022)

Placement Agency Agreement (Filed With SEC on September 21, 2022)

Form of Lock-Up Release Agreement (Filed With SEC on September 21, 2022)

Form of Revised Backstop Subscription Agreement, dated September 13, 2022 (Filed With SEC on September 15, 2022)

Forward Share Purchase Agreement, dated September 13, 2022, by and between (i) Delwinds, (ii) Meteora Special Opportunity Fund I, LP, a Delaware limited partnership (MSOF), (iii)... (Filed With SEC on September 15, 2022)

Amendment No. 3 to Agreement and Plan of Merger, dated as of August 12, 2022, by and among Delwinds Insurance Acquisition Corp., FOXO Technologies Inc. and DIAC Sponsor LLC, in... (Filed With SEC on August 12, 2022)

The Amendment to Agreement and Plan of Merger, dated as of July 6, 2022, by and among Delwinds Insurance Acquisition Corp., FOXO Technologies Inc. and DIAC Sponsor LLC, in its... (Filed With SEC on July 6, 2022)

Promissory Note issued to FOXO Technologies Inc., dated June 6, 2022 (Filed With SEC on June 7, 2022)

The Amendment to Agreement and Plan of Merger, dated as of April 26, 2022, by and among Delwinds Insurance Acquisition Corp., FOXO Technologies Inc. and DIAC Sponsor LLC, in its... (Filed With SEC on April 28, 2022)

Common Stock Purchase Agreement, dated as of February 24, 2022, by and between Delwinds and Cantor (Filed With SEC on March 2, 2022)

Form of Backstop Subscription Agreement, dated as of February 24, 2022, by and between Delwinds and the backstop investors party thereto (Filed With SEC on March 2, 2022)

Registration Rights Agreement, dated as of February 24, 2022, by and between Delwinds and Cantor (Filed With SEC on March 2, 2022)

Form of Non-Competition Agreement, effective as of February 24, 2022, by and among Delwinds, FOXO and the stockholders of FOXO party thereto (Filed With SEC on March 2, 2022)

Form of Lock-Up Agreement, dated as of February 24, 2022, by and between Delwinds, the Purchaser Representative and the stockholders of FOXO party thereto (Filed With SEC on March 2, 2022)

Form of Voting Agreement, dated as of February 24, 2022, by and among Delwinds, FOXO and the stockholders of FOXO party thereto (Filed With SEC on March 2, 2022)

Agreement and Plan of Merger, dated as of February 24, 2022, by and among Delwinds Insurance Acquisition Corp., FOXO Technologies Inc., DWIN Merger Sub Inc., and DIAC Sponsor LLC,... (Filed With SEC on March 2, 2022)

Promissory Note, dated February 23, 2022, issued by Delwinds Insurance Acquisition Corp. to DIAC Sponsor LLC (Filed With SEC on February 25, 2022)

Description of Registered Securities (Filed With SEC on March 31, 2021)

Administrative Services Agreement, dated December 10, 2020, by and between the Company and the Sponsor (Filed With SEC on December 16, 2020)

Private Placement Unit Purchase Agreement, dated December 10, 2020, by and between the Company and the Sponsor (Filed With SEC on December 16, 2020)

Registration Rights Agreement, dated December 10, 2020, by and among the Company and certain security holders (Filed With SEC on December 16, 2020)

Investment Management Trust Agreement, dated December 10, 2020, by and between the Company and Continental Stock Transfer & Trust Company, as trustee (Filed With SEC on December 16, 2020)

Letter Agreement, dated December 10, 2020, by and among the Company, its officers and directors and the Sponsor (Filed With SEC on December 16, 2020)

Warrant Agreement, dated December 10, 2020, by and between the Company and Continental Stock Transfer & Trust Company, as warrant agent (Filed With SEC on December 16, 2020)

Underwriting Agreement, dated December 10, 2020, by and among the Company, RBC Capital Markets, LLC and Cantor Fitzgerald & Co (Filed With SEC on December 16, 2020)

Form of Investment Management Trust Agreement between Continental Stock Transfer& Trust Company, LLC and the Registrant (Filed With SEC on December 1, 2020)

Form of Underwriting Agreement (Filed With SEC on December 1, 2020)

Form of Warrant Agreement between Continental Stock Transfer& Trust Company, LLC and the Registrant (Filed With SEC on December 1, 2020)

Form of Registration Rights Agreement between the Registrant and certain security holders (Filed With SEC on December 1, 2020)

Form of Letter Agreement among the Registrant and our officers, directors and DIAC Sponsor LLC (Filed With SEC on December 1, 2020)

Form of Placement Unit Purchase Agreement between the Registrant and DIAC Sponsor LLC (Filed With SEC on December 1, 2020)

Form of Underwriting Agreement (Filed With SEC on September 22, 2020)

Form of Administrative Support Agreement by and between the Registrant and DIAC Sponsor LLC (Filed With SEC on September 22, 2020)

Form of Indemnity Agreement (Filed With SEC on September 22, 2020)

Form of Placement Unit Purchase Agreement between the Registrant and DIAC Sponsor LLC (Filed With SEC on September 22, 2020)

Form of Registration Rights Agreement between the Registrant and certain security holders (Filed With SEC on September 22, 2020)

Form of Investment Management Trust Agreement between Continental Stock Transfer & Trust Company, LLC and the Registrant (Filed With SEC on September 22, 2020)

Form of Letter Agreement among the Registrant and our officers, directors and DIAC Sponsor LLC (Filed With SEC on September 22, 2020)

Form of Warrant Agreement between Continental Stock Transfer & Trust Company, LLC and the Registrant (Filed With SEC on September 22, 2020)

Specimen Warrant Certificate (Filed With SEC on September 22, 2020)

Specimen Class A Common Stock Certificate (Filed With SEC on September 22, 2020)

Specimen Unit Certificate (Filed With SEC on September 22, 2020)

Securities Subscription Agreement, dated May 28, 2020, between the Registrant and DIAC Sponsor LLC (Filed With SEC on September 11, 2020)

Promissory Note, dated May 29, 2020, issued to DIAC Sponsor LLC (Filed With SEC on September 11, 2020)

Delwinds Insurance Acquisition Corp. (62)