Nebula Caravel Acquisition Corp. Contracts & Agreements

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AGREEMENT AND PLAN OF MERGER by and among BISCUIT PARENT, LLC BISCUIT MERGER SUB, LLC and ROVER GROUP, INC. Dated as of November 29, 2023 TABLE OF CONTENTS
Merger Agreements
Nebula Caravel Acquisition Corp.
Diversified Consumer Services
DE
2023
VOTING AND SUPPORT AGREEMENT
Voting Agreements
Nebula Caravel Acquisition Corp.
2023
Rover Group, Inc. Outside Director Compensation Policy (as amended and restated June 15, 2023)
Compensation Agreements
Nebula Caravel Acquisition Corp.
2023
Rover Group, Inc. Outside Director Compensation Policy (as amended on April 24, 2023)
Compensation Agreements
Nebula Caravel Acquisition Corp.
2023
Description of Securities
Nebula Caravel Acquisition Corp.
Diversified Consumer Services
2023
Form of Notice of Restricted Stock Unit Award and Restricted Stock Unit Agreement under the Rover Group, Inc. 2021 Equity Incentive Plan (for executives)
Bonus & Incentive Agreements
Nebula Caravel Acquisition Corp.
Diversified Consumer Services
DE
2023
Rover Group, Inc. Outside Director Compensation Policy (as amended)
Compensation Agreements
Nebula Caravel Acquisition Corp.
Diversified Consumer Services
2022
Rover Group, Inc. Employment Letter Agreement August 3, 2022
Employment Agreements
Nebula Caravel Acquisition Corp.
2022
Description of Securities
Nebula Caravel Acquisition Corp.
Diversified Consumer Services
2022
Form of Notice of Restricted Stock Unit Award and Restricted Stock Unit Agreement under the Rover Group, Inc. 2021 Equity Incentive Plan (for executives)
Bonus & Incentive Agreements
Nebula Caravel Acquisition Corp.
Diversified Consumer Services
DE
2022
Form of Stock Option Agreement under the A Place for Rover, Inc. 2011 Equity Incentive Plan (for executives)
Bonus & Incentive Agreements
Nebula Caravel Acquisition Corp.
2022
EMPLOYMENT AND TRANSITION AGREEMENT
Transition Agreements
Nebula Caravel Acquisition Corp.
Diversified Consumer Services
WA
2022
FIRST AMENDMENT TO WARRANT AGREEMENT
Warrant Agreements
Nebula Caravel Acquisition Corp.
2021
Underwriting Agreement
Underwriting Agreements
Nebula Caravel Acquisition Corp.
Diversified Consumer Services
NY
2021
Rover Group, Inc. 2021 Employee Stock Purchase Plan
Stock Agreements
Nebula Caravel Acquisition Corp.
2021
Rover Group, Inc. 2021 Equity Incentive Plan
Bonus & Incentive Agreements
Nebula Caravel Acquisition Corp.
Diversified Consumer Services
DE
2021
Specimen Class A Common Stock Certificate of the Company
Stock Agreements
Nebula Caravel Acquisition Corp.
Diversified Consumer Services
2021
Assignment and Assumption Agreement, dated as of July 26, 2021 between Caravel, TWC Funds and Broad Bay
Assignment Agreements
Nebula Caravel Acquisition Corp.
Diversified Consumer Services
2021
Rover Group, Inc. Form of Outside Director Compensation Policy
Compensation Agreements
Nebula Caravel Acquisition Corp.
2021
Rover Group, Inc. Form of Indemnification Agreement
Indemnification Agreements
Nebula Caravel Acquisition Corp.
2021
Business Combination Agreement, dated as of February 10, 2021
Nebula Caravel Acquisition Corp.
Diversified Consumer Services
DE
2021
Sponsor Support Agreement, dated February 10, 2021
Nebula Caravel Acquisition Corp.
2021
Sponsor Backstop Subscription Agreement, dated February 10, 2021
Subscription Agreements
Nebula Caravel Acquisition Corp.
2021
Form of Rover Holders Support Agreement
Nebula Caravel Acquisition Corp.
Diversified Consumer Services
DE
2021
Form of PIPE Subscription Agreement
Subscription Agreements
Nebula Caravel Acquisition Corp.
Diversified Consumer Services
2021
Form of Investor Rights Agreement
Investor Rights Agreements
Nebula Caravel Acquisition Corp.
2021
Form of Lock-Up Agreement
Nebula Caravel Acquisition Corp.
2021
Underwriting Agreement, dated December 8, 2020, by and among the Company and Deutsche Bank Securities Inc., William Blair & Company, L.L.C. and Stifel, Nicolaus & Company,...
Underwriting Agreements
Nebula Caravel Acquisition Corp.
Diversified Consumer Services
DE
2020
Warrant Agreement, dated December 8, 2020, by and between the Company and American Stock Transfer & Trust Company, LLC, as warrant agent
Stock Agreements
Nebula Caravel Acquisition Corp.
Diversified Consumer Services
NY
2020
Letter Agreement, dated December 8, 2020, by and among the Company, its officers, its directors and the Sponsor
Nebula Caravel Acquisition Corp.
2020
Investment Management Trust Agreement, dated December 8, 2020, by and between the Company and American Stock Transfer & Trust Company, LLC, as trustee
Stock Agreements
Nebula Caravel Acquisition Corp.
Diversified Consumer Services
2020
Registration Rights Agreement, dated December 8, 2020, by and among the Company and certain security holders
Registration Rights Agreements
Nebula Caravel Acquisition Corp.
2020
Private Placement Warrants Purchase Agreement, dated December 8, 2020, by and between the Company and the Sponsor
Purchase Agreements
Nebula Caravel Acquisition Corp.
Diversified Consumer Services
NY
2020
Form of Underwriting Agreement
Underwriting Agreements
Nebula Caravel Acquisition Corp.
2020
Specimen Unit Certificate
Nebula Caravel Acquisition Corp.
2020
Form of Warrant Agreement between American Stock Transfer & Trust Company and the Registrant
Warrant Agreements
Nebula Caravel Acquisition Corp.
Diversified Consumer Services
NY
2020
Form of Letter Agreement among the Registrant and the Registrants officers and directors and the Sponsor and its members
Nebula Caravel Acquisition Corp.
Diversified Consumer Services
DE
2020
Form of Investment Management Trust Agreement between American Stock Transfer & Trust Company and the Registrant
Stock Agreements
Nebula Caravel Acquisition Corp.
2020
Form of Private Placement Warrants Purchase Agreement between the Registrant and the Sponsor
Purchase Agreements
Nebula Caravel Acquisition Corp.
2020
Form of Forward Purchase Agreement, dated as of , 2020, between the Registrant and the party listed on the signature page thereto
Purchase Agreements
Nebula Caravel Acquisition Corp.
2020
Form of Underwriting Agreement
Underwriting Agreements
Nebula Caravel Acquisition Corp.
Diversified Consumer Services
DE
2020
Specimen Unit Certificate
Nebula Caravel Acquisition Corp.
2020
Specimen Class A Common Stock Certificate
Stock Agreements
Nebula Caravel Acquisition Corp.
Diversified Consumer Services
2020
Specimen Warrant Certificate
Warrant Agreements
Nebula Caravel Acquisition Corp.
Diversified Consumer Services
2020
Form of Warrant Agreement between American Stock Transfer & Trust Company and the Registrant
Warrant Agreements
Nebula Caravel Acquisition Corp.
Diversified Consumer Services
NY
2020
Form of Letter Agreement among the Registrant and the Registrants officers and directors and the Sponsor and its members
Nebula Caravel Acquisition Corp.
2020
Form of Investment Management Trust Agreement between American Stock Transfer & Trust Company and the Registrant
Stock Agreements
Nebula Caravel Acquisition Corp.
Diversified Consumer Services
2020
Form of Registration Rights Agreement between the Registrant and certain security holders
Registration Rights Agreements
Nebula Caravel Acquisition Corp.
Diversified Consumer Services
NY
2020
Form of Private Placement Warrants Purchase Agreement between the Registrant and the Sponsor
Purchase Agreements
Nebula Caravel Acquisition Corp.
2020
Form of Indemnity Agreement
Nebula Caravel Acquisition Corp.
2020
Form of Forward Purchase Agreement, dated as of , 2020, between the Registrant and the party listed on the signature page thereto
Purchase Agreements
Nebula Caravel Acquisition Corp.
Diversified Consumer Services
DE
2020
Promissory Note, dated September 18, 2020, issued to the Sponsor
Note Agreements
Nebula Caravel Acquisition Corp.
2020
Securities Subscription Agreement, dated September 24, 2020, between the Registrant and the Sponsor
Subscription Agreements
Nebula Caravel Acquisition Corp.
Diversified Consumer Services
NY
2020