EX-10.42
from S-4
6 pages
Certain Identified Information Has Been Excluded From This Exhibit Because It Is Both Not Material and Is the Type That the Registrant Treats as Private or Confidential. Information That Was Omitted Has Been Noted in This Document With a Placeholder Identified by the Mark “[***]”. Memorandum To: Finance (Greg Restituto/Kirill Babikov) CC: Cecilia Saez – Cpo Api; Mike Shuckerow Clo Api/CEO Afllc Date: March 15, 2021 Re: Compensation Adjustments – Mike Shuckerow as Per the Approval Email From Api CEO Andrei Cherny at 10:31am Pt on 3/15/21 to the Above Recipients and Cc’s, the Following Adjustments Are: (1) a $40,000 Immediate Payment to Mike Shuckerow, Clo of Api and CEO of Afllc, for His Added Duties in 2020 and 2021 of the Role of CEO of Afllc. This Is to Paid for by Afllc as a Direct Expense of the Broker-Dealer. the Payment Should Be Made in the Payroll Distributed to Employees on 3/19/21. (2) an Additional Grant of 78,480 Options Is to Be Made to Mike Shuckerow, Bringing His Total Options to 225,000. (3) an Immediate Correction to the Cliff End Date Error in Carta on Mike Shuckerow’s Initial 73,000 Option Grant Should Be Adjusted as Follows: Grant Date October 14, 2019 – 1 Year Cliff Accelerated to End on March 26, 2020 With 25% Vest, and Remaining Options Vesting 1/36 Over 36 Months. (4) Extension of Severance by Two Years From Current End Date of 3/26/2021 to 3/26/2023 and an Increase of Severance From 3 Months of Then Current Base Salary to 4 Months of Then Current Base Salary
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EX-10.37
from S-4
104 pages
Marina Park 4551 Glencoe Avenue Marina Del Rey, California Office Lease Ab/Sw Marina Owner, LLC, a Delaware Limited Liability Company as Landlord, and Aspiration Partners, Inc., a Delaware Corporation as Tenant
12/34/56
EX-10.30
from S-4
7 pages
This Letter Will Confirm (This “Agreement”) That Aspiration Partners, Inc., a Delaware Corporation (“Aspiration”), Inherent Aspiration, LLC, a Delaware Limited Liability Company (“Inherent”), InterPrivate III Financial Partners Inc. (“Interprivate”), a Delaware Corporation, and Inherent Group, LP, a Delaware Limited Partnership (“Collateral Agent”), Agree as Follows. Capitalized Terms Used but Not Otherwise Defined Herein Shall Have the Meanings Provided in That Certain Agreement and Plan of Merger, Dated August 18, 2021 (The “Merger Agreement”), by and Among Aspiration, Interprivate, Interprivate III Merger Sub Inc., a Delaware Corporation and a Direct, Wholly-Owned Subsidiary of Interprivate, and Interprivate III Merger Sub II LLC, a Delaware Limited Liability Company and a Direct, Wholly-Owned Subsidiary of Interprivate. 1. Downside Protection
12/34/56
EX-10.28
from S-4
7 pages
This Letter Will Confirm (This “Agreement”) That Aspiration Partners, Inc., a Delaware Corporation (“Aspiration”), Mark Villanueva (“Villanueva”), InterPrivate III Financial Partners Inc. (“Interprivate”), a Delaware Corporation, and Inherent Group, LP, a Delaware Limited Partnership (“Collateral Agent”), Agree as Follows. Capitalized Terms Used but Not Otherwise Defined Herein Shall Have the Meanings Provided in That Certain Agreement and Plan of Merger, Dated August 18, 2021 (The “Merger Agreement”), by and Among Aspiration, Interprivate, Interprivate III Merger Sub Inc., a Delaware Corporation and a Direct, Wholly-Owned Subsidiary of Interprivate, and Interprivate III Merger Sub II LLC, a Delaware Limited Liability Company and a Direct, Wholly-Owned Subsidiary of Interprivate. 1. Downside Protection
12/34/56
EX-10.27
from S-4
7 pages
This Letter Will Confirm (This “Agreement”) That Aspiration Partners, Inc., a Delaware Corporation (“Aspiration”), Zion Consulting and Advisory LLC, a Delaware Limited Liability Company (“Zion”), InterPrivate III Financial Partners Inc. (“Interprivate”), a Delaware Corporation, and Inherent Group, LP, a Delaware Limited Partnership (“Collateral Agent”), Agree as Follows. Capitalized Terms Used but Not Otherwise Defined Herein Shall Have the Meanings Provided in That Certain Agreement and Plan of Merger, Dated August 18, 2021 (The “Merger Agreement”), by and Among Aspiration, Interprivate, Interprivate III Merger Sub Inc., a Delaware Corporation and a Direct, Wholly-Owned Subsidiary of Interprivate, and Interprivate III Merger Sub II LLC, a Delaware Limited Liability Company and a Direct, Wholly-Owned Subsidiary of Interprivate. 1. Downside Protection
12/34/56
EX-10.26
from S-4
91 pages
This Second Amended and Restated Senior Secured Promissory Note Has Been Issued With Original Issue Discount (“Oid”) for U.S. Federal Income Tax Purposes. the Holder May, Upon Request, Obtain From the Issuer This Second Amended and Restated Senior Secured Promissory Note and Guaranty’s Issue Price, Issue Date, Amount of Oid and Yield to Maturity by Contacting in Writing the Issuer at 4551 Glencoe Avenue, Suite 300, Marina Del Rey, California 90292, Attn: Andrei Cherny
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