ITHAX Acquisition Corp. Contracts & Agreements

Second Amended and Restated Warrant Agreement, dated August 13, 2024, by and between the Company and Continental Stock Transfer & Trust Company (Filed With SEC on August 20, 2024)

New Warrant Agreement, dated August 13, 2024, by and between the Company and Continental Stock Transfer & Trust Company (Filed With SEC on August 20, 2024)

Third Amended and Restated Registration Rights Agreement, dated August 14, 2024, by and among the Company and the parties listed on the signature pages thereto (Filed With SEC on August 20, 2024)

Form of Award Agreement for Earn-Out Shares (Filed With SEC on January 8, 2024)

Amended and Restated Warrant Agreement, dated December 14, 2023, by and between the Company and Continental Stock Transfer & Trust Company (Filed With SEC on December 20, 2023)

Subscription Agreement and Plan of Reorganization, dated December 14, 2023, by and between the Company and the MS Subscriber (Filed With SEC on December 20, 2023)

Second Amended and Restated Registration Rights Agreement, dated December 14, 2023, by and between the Company and the Original Subscribers (Filed With SEC on December 20, 2023)

Stock Purchase Agreement by and among Mondee Holdings, Inc., Mondee, Inc., Purple Grids, Inc., Joseph Vijay Raj John and the other sellers thereto, dated as of November 13, 2023 (Filed With SEC on November 17, 2023)

Stock Purchase Agreement between LBF Travel Management Corp. and Mondee, Inc., dated as of September 29, 2023 (Filed With SEC on November 14, 2023)

Employment Agreement, dated September 14, 2023, by and between Mondee Holdings, Inc. and Prasad Gundumogula (Filed With SEC on November 14, 2023)

Waiver to the Financing Agreement, dated November 2, 2023 (Filed With SEC on November 8, 2023)

Subscription Agreement and Plan of Reorganization, dated October 17, 2023, by and between the Company and the Subscriber (Filed With SEC on October 23, 2023)

Amended and Restated Registration Rights Agreement, dated October 17, 2023, by and between the Company and the Original Subscribers (Filed With SEC on October 23, 2023)

Promissory Note, dated October 17, 2023, by and between the Company and the Subscriber (Filed With SEC on October 23, 2023)

Warrant Agreement, dated October 17, 2023, by and between the Company and Continental Stock Transfer & Trust Company (Filed With SEC on October 23, 2023)

Voting Agreement, dated October 17, 2023, by and between the Company and the stockholders named therein (Filed With SEC on October 23, 2023)

Letter Agreement, dated October 17, 2023, by and between the Company and MS Investor (Filed With SEC on October 23, 2023)

Board Services Agreement dated September 14, 2023, by and between Jeff Clarke and Mondee Holdings, Inc (Filed With SEC on September 20, 2023)

Share Purchase Agreement by and among Mondee Holdings, Inc., Mondee, Inc., Mondee Acquisition Company, Inc., Victor Abraham, Sherly Abraham, and Skypass Travel Private Limited... (Filed With SEC on August 17, 2023)

Underwriting Agreement, dated June 6, 2023, by and among Mondee Holdings, Inc., Morgan Stanley & Co. LLC, as representative of the underwriters named therein, and certain... (Filed With SEC on June 12, 2023)

Employment Offer Letter, dated March 24, 2023, by and between Mondee Holdings, Inc. and Meredith Waters (Filed With SEC on May 16, 2023)

Share Purchase and Sale Agreement by and among Mondee Brazil, LLC, Mondee Holdings, Inc., Diana Krepinsky Rodrigues, Cynthia Sherry Ann Krepinsky Rodrigues, and Interep... (Filed With SEC on May 16, 2023)

Stock Purchase Agreement by and among Mondee Brazil, LLC, Mondee Holdings, Inc., Consolid Mexico Holding, S.A.P.I. de C.V., Jos Luis Castro Gmez, Abraham Shabot Cherem, Judith... (Filed With SEC on May 16, 2023)

Employment Agreement, dated April 18, 2023, by and between Mondee Holdings, Inc. and Jesus Portillo (Filed With SEC on April 20, 2023)

Share Pledge Agreement, by and between Mondee Brazil, LLC and Mondee, Inc., the Lenders, Orinter Viagens E Turismo S.A., and TCW Asset Management Company LLC, signed April 14,... (Filed With SEC on April 19, 2023)

Share Purchase and Sale Agreement by and among Mondee Brazil, LLC, Mondee Holdings, Inc., OTT Holding Ltda, Orinter Tour & Travel, S.A., and the other parties thereto, dated as of... (Filed With SEC on February 1, 2023)

Amendment No. 8 to the Financing Agreement, signed October 24, 2022 (Filed With SEC on October 25, 2022)

Amendment No. 1 to Amended and Restated Warrant Agreement, dated October 18, 2022, by and between Mondee Holdings, Inc. and Continental Stock Transfer & Trust Company (Filed With SEC on October 21, 2022)

Form of Subscription Agreement, dated September 29, 2022, by and between the Company and each of the Subscribers (Filed With SEC on September 30, 2022)

Registration Rights Agreement, dated September 29, 2022, by and between the Company and the Subscribers (Filed With SEC on September 30, 2022)

Warrant Agreement, dated September 29, 2022, by and between the Company and Continental Stock Transfer & Trust Company (Filed With SEC on September 30, 2022)

Employment Agreement of Orestes Fintiklis (Filed With SEC on September 7, 2022)

Specimen Common Stock Certificate (Filed With SEC on July 20, 2022)

Specimen Warrant Certificate (Filed With SEC on July 20, 2022)

Amended and Restated Warrant Agreement between Continental Stock Transfer & Trust Company and Mondee Holdings, Inc (Filed With SEC on July 20, 2022)

Registration Rights Agreement, dated July 18, 2022, among Mondee Holdings, Inc. ITHAX Acquisition Sponsor LLC, Mondee Holdings, LLC, and the other holders party thereto (Filed With SEC on July 20, 2022)

Form of Director Indemnification Agreement of Mondee Holdings, Inc (Filed With SEC on July 20, 2022)

Mondee Holdings, Inc. 2022 Employee Stock Purchase Plan (Filed With SEC on July 20, 2022)

Form of Board Services Agreement (Filed With SEC on July 20, 2022)

Consent and Amendment No. 7, dated as of July 8, 2022, by and among Mondee Holdings, LLC, TCW Asset Management Company LLC and the other parties thereto (Filed With SEC on July 20, 2022)

Amended and Restated Unit Issuance Agreement, dated of July 8, 2022, by and among Mondee Holdings, LLC and the lenders party thereto (Filed With SEC on July 20, 2022)

Amendment to Consent and Amendment No. 7 to Financing Agreement, dated as of July 17, 2022 by and among Mondee Holdings, LLC and the lenders party thereto (Filed With SEC on July 20, 2022)

ITHAX ACQUISITION CORP. UNITS CONSISTING OF ONE CLASSA ORDINARY SHARE AND ONE-HALF OF ONE WARRANT TO PURCHASE ONE CLASSA ORDINARY SHARE (Filed With SEC on March 21, 2022)

ITHAX ACQUISITION CORP. INCORPORATED UNDER THE LAWS OF THE CAYMAN ISLANDS CLASSA ORDINARY SHARES (Filed With SEC on March 21, 2022)

[Formof Warrant Certificate] [FACE] (Filed With SEC on March 21, 2022)

Form of Certificate of Corporate Domestication of ITHAX Acquisition Corp., to be filed with the Secretary of the State of Delaware (Filed With SEC on March 21, 2022)

WARRANT AGREEMENT (Filed With SEC on March 21, 2022)

STOCKHOLDER SUPPORT AGREEMENT (Filed With SEC on March 21, 2022)

SPONSOR SUPPORT AGREEMENT (Filed With SEC on March 21, 2022)

Form of Nonqualified Stock Option Agreement Pursuant to the Mondee Holdings, Inc. 2022 Equity Incentive Plan (Filed With SEC on March 21, 2022)

Form of Restricted Stock Unit Agreement Pursuant to the Mondee Holdings, Inc. 2022 Equity Incentive Plan (Filed With SEC on March 21, 2022)

REGISTRATION RIGHTS AGREEMENT (Filed With SEC on March 21, 2022)

EARN-OUT AGREEMENT (Filed With SEC on March 21, 2022)

- 2 - (Filed With SEC on March 21, 2022)

INVESTMENT MANAGEMENT TRUST AGREEMENT (Filed With SEC on March 21, 2022)

PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT (Filed With SEC on March 21, 2022)

Form of Indemnity Agreement between ITHAX Acquisition Corp. and each of its directors and officers (Filed With SEC on March 21, 2022)

Amended and Restated Services Agreement, by and between ExploreTrip, Inc. and MetaMinds Software Solutions Limited, dated as of September 26, 2011 (Filed With SEC on March 21, 2022)

Amended and Restated Securityholders Agreement, by and among Mondee Holdings, LLC, Mondee Group, LLC, Vajid Jafri, Prasad Gundumogula, Ramesh Punwami, Timothy Turner, Jeffrey... (Filed With SEC on March 21, 2022)

Loan Forgiveness Letter, by and between Royal Bank of Canada and Skylink Travel Inc., dated as of November 27, 2020 (Filed With SEC on March 21, 2022)

Amended and Restated Mondee Holdings, LLC 2013 Class D Incentive Unit Plan, dated as of February 10, 2021 (Filed With SEC on March 21, 2022)

Stock Purchase Agreement, by and between LBF Acquisition Corporation, Inc. and Mondee, Inc., dated as of December 16, 2019 (Filed With SEC on March 21, 2022)

Stock Purchase Agreement, by and between Mondee Merger Sub, Inc. and Mondee, Inc., dated as of August 28, 2020 (Filed With SEC on March 21, 2022)

Put Option Agreement, by and between Mondee Holdings, LLC and each of Michael Thomas and LBF Travel, Inc., dated as of December 20, 2019 (Filed With SEC on March 21, 2022)

Security Agreement Supplement to the Financing Agreement dated as of December 23, 2019, by and among Mondee Holdings, LLC and TCW Asset Management Company, LLC, dated as of... (Filed With SEC on March 21, 2022)

Put Option Agreement, by and between Mondee Holdings, LLC and actual and prospective Holders of units of Mondee Holdings, LLC, dated as of September 3, 2020 (Filed With SEC on March 21, 2022)

Promissory Note, by and between Mondee, Inc. and JPMorgan Chase Bank, N.A., dated April 5, 2020 (Filed With SEC on March 21, 2022)

Promissory Note, by and between Mondee, Inc. and JPMorgan Chase Bank, N.A., dated January 28, 2021 (Filed With SEC on March 21, 2022)

Terms & Conditions and Schedules, by and between Royal Bank of Canada and Skylink Travel Inc., dated as of August 12, 2021 (Filed With SEC on March 21, 2022)

Subscription and Joinder Agreement, by and between Mondee Holdings, LLC and the Subscribers, dated as of May 5, 2020 (Filed With SEC on March 21, 2022)

Unit Purchase Agreement, by and between Mondee Holdings, LLC and the Buyers, dated as of May 1, 2020 (Filed With SEC on March 21, 2022)

Loan Agreement, by and between ExploreTrip, Inc. and Prasad Gundumogula, dated as of October 16, 2012 (Filed With SEC on March 21, 2022)

Security Agreement Supplement (First Amendment) to the Financing Agreement dated as of December 23, 2019, by and between Mondee Holdings, LLC and TCW Asset Management Company LLC,... (Filed With SEC on March 21, 2022)

Pledge and Security Agreement, by and between the Grantors and TCW Asset Management Company LLC, dated as of December 23, 2019 (the Financing Agreement) (Filed With SEC on March 21, 2022)

Incremental Joinder and Amendment No. 1 to the Financing Agreement, by and between Mondee Holdings, LLC, the Borrowers, the Guarantors, the Incremental Lenders, the Existing... (Filed With SEC on March 21, 2022)

Amendment No. 2 to the Financing Agreement, by and between Mondee Holdings, LLC, the Borrowers, the Guarantors, the Lenders and TCW Asset Management Company, LLC, dated as of May... (Filed With SEC on March 21, 2022)

Amendment No. 3 to the Financing Agreement, by and among Mondee Holdings, LLC, the Borrowers, the Guarantors, the Lenders and TCW Asset Management Company LLC, dated as of... (Filed With SEC on March 21, 2022)

Amendment No. 4 to the Financing Agreement, by and among Mondee Holdings, LLC, the Borrowers, the Guarantors, the Lenders and TCW Asset Management Company LLC, dated as of June... (Filed With SEC on March 21, 2022)

Waiver, Consent and Amendment No. 5 to the Financing Agreement, by and among Mondee Holdings, LLC, the Borrowers, the Guarantors, the Lenders and TCW Asset Management Company LLC,... (Filed With SEC on March 21, 2022)

Unit Issuance Agreement, by and among Mondee Holdings, LLC and the Lenders, dated as of June 22, 2021 (Filed With SEC on March 21, 2022)

Amendment No. 1 to the Unit Issuance Agreement, by and among Mondee Holdings, LLC and the Lenders, dated as of December 31, 2021 (Filed With SEC on March 21, 2022)

Secured Non-Recourse Promissory Note, by and between Mondee Group LLC and Mondee Holdings LLC, dated as of March 25, 2016 (Filed With SEC on March 21, 2022)

Description of Securities (Filed With SEC on March 10, 2022)

Business Combination Agreement, dated as of December 20, 2021, by and among ITHAX Acquisition Corp., Ithax Merger Sub I, LLC, Ithax Merger Sub II, LLC, and Mondee Holdings II, Inc (Filed With SEC on December 20, 2021)

Form of Registration Rights Agreement (Filed With SEC on December 20, 2021)

Form of PIPE Subscription Agreement (Filed With SEC on December 20, 2021)

Sponsor Support Agreement, dated as of December 20, 2021, by and among ITHAX Acquisition Corp., Mondee Holdings II, Inc., and ITHAX Acquisition Sponsor LLC (Filed With SEC on December 20, 2021)

Stockholder Support Agreement, dated as of December 20, 2021, by and among ITHAX Acquisition Corp., and Mondee Holdings, LLC (Filed With SEC on December 20, 2021)

Earn-out Agreement, dated as of December 20, 2021, by and among ITHAX Acquisition Corp., and certain other parties thereto (Filed With SEC on December 20, 2021)

Underwriting Agreement, dated January 27, 2021, by and between the Company and Cantor Fitzgerald & Co., as representative of the several underwriters (Filed With SEC on February 1, 2021)

Warrant Agreement, dated January 27, 2021, by and between the Company and Continental Stock Transfer & Trust Company, as warrant agent (Filed With SEC on February 1, 2021)

Letter Agreement, dated January 27, 2021, by and among the Company, its officers, its directors and ITHAX Acquisition Sponsor LLC (Filed With SEC on February 1, 2021)

Investment Management Trust Agreement, dated January 27, 2021, by and between the Company and Continental Stock Transfer & Trust Company, as trustee (Filed With SEC on February 1, 2021)

Registration Rights Agreement, dated January 27, 2021, by and among the Company, ITHAX Acquisition Sponsor LLC, Cantor Fitzgerald & Co., Rahul Vir, George Syllantavos, and Carlos... (Filed With SEC on February 1, 2021)

Private Placement Units Purchase Agreement, dated January 27, 2021, by and between the Company and ITHAX Acquisition Sponsor LLC (Filed With SEC on February 1, 2021)

Private Placement Units Purchase Agreement, dated January 27, 2021, by and between the Company and Cantor Fitzgerald & Co (Filed With SEC on February 1, 2021)

Administrative Services Agreement, dated January 27, 2021, by and between the Company and ITHAX Acquisition Sponsor LLC (Filed With SEC on February 1, 2021)

Form of Underwriting Agreement (Filed With SEC on January 21, 2021)

Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant (Filed With SEC on January 21, 2021)

Form of Registration Rights Agreement between the Registrant and certain security holders (Filed With SEC on January 21, 2021)

Form of Private Placement Unit Purchase Agreement between the Registrant and Cantor Fitzgerald & Co (Filed With SEC on January 21, 2021)

Specimen Unit Certificate (Filed With SEC on January 8, 2021)

Specimen Class A Ordinary Share Certificate (Filed With SEC on January 8, 2021)

Specimen Warrant Certificate (Filed With SEC on January 8, 2021)

Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant (Filed With SEC on January 8, 2021)

Promissory Note, dated as of October 6, 2020, issued to ITHAX Acquisition Sponsor LLC (Filed With SEC on January 8, 2021)

Form of Letter Agreement among the Registrant, its officers and directors and ITHAX Acquisition Sponsor LLC (Filed With SEC on January 8, 2021)

Form of Investment Management Trust Agreement between Continental Stock Transfer & Trust Company and the Registrant (Filed With SEC on January 8, 2021)

Form of Registration Rights Agreement between the Registrant and certain security holders (Filed With SEC on January 8, 2021)

Securities Subscription Agreement, dated October 6, 2020, between the Registrant and ITHAX Acquisition Sponsor LLC (Filed With SEC on January 8, 2021)

Form of Private Placement Unit Purchase Agreement between the Registrant and ITHAX Acquisition Sponsor LLC (Filed With SEC on January 8, 2021)

Form of Indemnity Agreement (Filed With SEC on January 8, 2021)

Form of Administrative Services Agreement (Filed With SEC on January 8, 2021)

Category

Industry

Companies

Contracts

ITHAX Acquisition Corp. Contracts & Agreements