Pono Capital Two, Inc. Contracts & Agreements

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Form of Non-Competition and Non-Solicitation Agreement
Pono Capital Two, Inc.
2025
Form of Lock-Up Agreement by certain SBC Medical Group Holdings Incorporated equity holders
Pono Capital Two, Inc.
2025
Form of Registration Rights Agreement by certain SBC Medical Group Holdings Incorporated equity holders
Registration Rights Agreements
Pono Capital Two, Inc.
2025
Form of SBC Medical Group Holdings Incorporated Equity Incentive Plan
Bonus & Incentive Agreements
Pono Capital Two, Inc.
2025
Description of Securities
Pono Capital Two, Inc.
2025
Amendment No. 1 to Executive Employment Agreement between SBC Medical Group Holdings and Yuya Yoshida dated September 30, 2024
Employment Agreements
Pono Capital Two, Inc.
2024
Executive Employment Agreement between SBC Medical Group Holdings and Akira Komatsu, dated September 17, 2024
Employment Agreements
Pono Capital Two, Inc.
FL
2024
Executive Employment Agreement between SBC Medical Group Holdings and Ryoji Murata, dated September 17, 2024
Employment Agreements
Pono Capital Two, Inc.
FL
2024
Executive Employment Agreement between SBC Medical Group Holdings and Yuya Yoshida, dated September 17, 2024
Employment Agreements
Pono Capital Two, Inc.
FL
2024
Executive Employment Agreement between SBC Medical Group Holdings and Yoshiyuki Aikawa, dated September 17, 2024
Employment Agreements
Pono Capital Two, Inc.
FL
2024
Form of Indemnification Agreement
Indemnification Agreements
Pono Capital Two, Inc.
DE
2024
Amendment No. 2 to the Non-Redemption Agreement
Pono Capital Two, Inc.
2024
Fourth Amendment to Amended and Restated Agreement and Plan of Merger, dated April 22, 2024, by and among Pono, Merger Sub, SBC, Yoshiyuki Aikawa, and the Seller Representative
Merger Agreements
Pono Capital Two, Inc.
2024
Amendment to the Non-Redemption Agreement
Pono Capital Two, Inc.
2024
Description of Securities
Pono Capital Two, Inc.
DE
2024
Amendment No. 1 to Convertible Promissory Note
Note Agreements
Pono Capital Two, Inc.
2024
Amendment to Note Purchase Agreement, dated as of February 27, 2024, by and between Pono Capital Two, Inc. and SBC Medical Group Holdings Incorporated
Note Agreements
Pono Capital Two, Inc.
2024
Form of Non-Redemption Agreement
Pono Capital Two, Inc.
2024
Third Amendment to Amended and Restated Agreement and Plan of Merger, dated December 28, 2023, by and among Pono, Merger Sub, SBC, Yoshiyuki Aikawa, and the Seller Representative
Merger Agreements
Pono Capital Two, Inc.
DE
2023
Second Amendment to Amended and Restated Agreement and Plan of Merger, dated October 26, 2023, by and among Pono, Merger Sub, SBC, Yoshiyuki Aikawa, and the Seller Representative
Merger Agreements
Pono Capital Two, Inc.
2023
Amendment No. 1 to Amended and Restated Agreement and Plan of Merger, dated September 8, 2023, by and among Pono, Merger Sub, SBC, Yoshiyuki Aikawa, and the Seller Representative
Merger Agreements
Pono Capital Two, Inc.
2023
Amendment No. 3 to Agreement and Plan of Merger, dated June 15, 2023, by and among Pono, Merger Sub, SBC, the Purchaser Representative, and the Seller Representative
Merger Agreements
Pono Capital Two, Inc.
2023
Convertible Promissory Note
Note Agreements
Pono Capital Two, Inc.
NY
2023
Amendment No. 2 to Agreement and Plan of Merger, dated May 30, 2023, by and among Pono, Merger Sub, SBC, the Purchaser Representative, and the Seller Representative
Merger Agreements
Pono Capital Two, Inc.
2023
Form of Convertible Promissory Note
Note Agreements
Pono Capital Two, Inc.
NY
2023
Note Purchase Agreement, dated as of May 18, 2023, by and between Pono Capital Two, Inc. and SBC Medical Group Holdings Incorporated
Note Agreements
Pono Capital Two, Inc.
DE
2023
Form of Non-Redemption Agreement
Pono Capital Two, Inc.
NY
2023
Amendment No. 1 to Agreement and Plan of Merger, dated April 26, 2023, by and among Pono, Merger Sub, SBC, the Purchaser Representative, and the Seller Representative
Merger Agreements
Pono Capital Two, Inc.
2023
Description of Securities
Pono Capital Two, Inc.
DE
2023
Administrative Support Agreement, dated August 4, 2022, by and between the Company and Mehana Capital LLC
Pono Capital Two, Inc.
2022
Placement Unit Purchase Agreement, dated August 4, 2022, between the Company and Mehana Capital LLC
Purchase Agreements
Pono Capital Two, Inc.
2022
Registration Rights Agreement, dated August 4, 2022, among the Company and certain securityholders
Registration Rights Agreements
Pono Capital Two, Inc.
NY
2022
Investment Management Trust Agreement, dated August 4, 2022, between the Company and Continental Stock Transfer & Trust Company
Stock Agreements
Pono Capital Two, Inc.
2022
Letter Agreement, dated August 4, 2022, among the Company, Mehana Capital LLC, each of the executive officers and directors of the Company, and EF Hutton, division of Benchmark...
Investment Agreements
Pono Capital Two, Inc.
DE
2022
Warrant Agreement, dated August 4, 2022, between the Company and Continental Stock Transfer & Trust Company
Warrant Agreements
Pono Capital Two, Inc.
NY
2022
Underwriting Agreement, dated August 4, 2022, between the Company and EF Hutton, division of Benchmark Investments, LLC, as representative of the underwriters named therein
Underwriting Agreements
Pono Capital Two, Inc.
NY
2022
Form of Underwriting Agreement
Underwriting Agreements
Pono Capital Two, Inc.
NY
2022
Form of Administrative Support Agreement by and between the Registrant and Mehana Capital LLC
Pono Capital Two, Inc.
2022
Form of Letter Agreement between the Registrant, Mehana Capital LLC and each director and officer of the Registrant
Pono Capital Two, Inc.
DE
2022
Amendment to the Amended and Restated Securities Subscription Agreement, dated July 21, 2022, between the Registrant and Mehana Capital LLC
Subscription Agreements
Pono Capital Two, Inc.
DE
2022
Form of Indemnity Agreement
Pono Capital Two, Inc.
DE
2022
Form of Placement Unit Purchase Agreement between the Registrant and Mehana Capital LLC
Purchase Agreements
Pono Capital Two, Inc.
2022
Form of Registration Rights Agreement among the Registrant and certain securityholders
Registration Rights Agreements
Pono Capital Two, Inc.
NY
2022
Form of Investment Management Trust Agreement between Continental Stock Transfer & Trust Company and the Registrant
Stock Agreements
Pono Capital Two, Inc.
2022
Specimen Warrant Certificate
Warrant Agreements
Pono Capital Two, Inc.
NY
2022
Specimen Class A Common Stock Certificate
Stock Agreements
Pono Capital Two, Inc.
2022
Specimen Unit Certificate
Pono Capital Two, Inc.
2022
Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant
Warrant Agreements
Pono Capital Two, Inc.
NY
2022
Amended and Restated Securities Subscription Agreement, dated May 17, 2022, between the Registrant and Mehana Capital LLC
Subscription Agreements
Pono Capital Two, Inc.
DE
2022
Promissory Note, dated April 25, 2022, issued to Mehana Capital LLC
Note Agreements
Pono Capital Two, Inc.
2022