Exhibit 10.2


 


Execution Version


 


COMPANY SUPPORT AGREEMENT


 


This Company Support Agreement (this “Agreement”)
is made as of November 9, 2021, by and among GT Gettaxi ListCo, a Cayman Islands exempted company (“Pubco”), Rosecliff Acquisition
Corp I, a Delaware corporation (“SPAC”), GT Gettaxi Limited, a Cyprus corporation (“GT Gettaxi”),
Dooboo Holding Limited, a Cyprus corporation (“Dooboo”), and the undersigned individuals (the “Voting Parties”
and each a “Voting Party”). References in this Agreement to the “Company” shall mean both GT Gettaxi and
Dooboo or either GT Gettaxi or Dooboo, as the context requires.


 


WHEREAS, contemporaneously with the execution
and delivery of this Agreement, (i) SPAC, (ii) GT Gettaxi, (iii) Pubco, (iv) GT Gettaxi SPV, a Cayman Islands exempted company (“SPV
Holdco”), (v) GT Gettaxi Merger Sub 1, a Cayman Islands exempted company (“Merger Sub I”), (vi) Gett Merger
Sub, Inc., a Delaware corporation (“Merger Sub II”) and (vii) Dooboo entered into a Business Combination Agreement
(as the same may be amended from time to time, the “Business Combination Agreement”), pursuant to which, at the Closing,
(a) Pubco will acquire all of the issued and outstanding ordinary shares, par value $0.01 per share, of Pubco (“Ordinary Shares”)
held by Dooboo from Dooboo in exchange for such par value in cash, (b) following Pubco’s receipt of the PIPE Financing Amount and
issuance of Ordinary Shares in exchange for the PIPE Financing Amount, SPV Holdco will merge with and into Merger Sub I (the “SPV
Holdco Merger”), with Merger Sub I surviving as a wholly owned, direct subsidiary of Pubco and (c) following the consummation of
the SPV Holdco Merger, Merger Sub II will merge with and into the SPAC, with the SPAC surviving as a wholly owned, direct subsidiary of
Pubco (collectively, the “Business Combination”).


 


NOW, THEREFORE, in consideration of the
premises and for other good and valuable consideration, the receipt, sufficiency and adequacy of which are hereby acknowledged, the parties
hereto agree as follows:


 


1 Definitions.
As used herein, the term “Voting Shares” shall mean, taken together, all securities of the Company, Dooboo and SPV
Holdco beneficially owned (as such term is defined in Rule 13d-3 under the Exchange Act, excluding shares of stock underlying unexercised
options or warrants, but including any shares of stock acquired upon exercise of such options or warrants) (“Beneficially Owned”
or “Beneficial Ownership”) by any Voting Party, including any and all securities of the Company, Dooboo and SPV Holdco
acquired and held in such capacity subsequent to the date hereof. Capitalized terms used and not defined herein shall have the respective
meanings assigned to them in the Business Combination Agreement.


 


2 Representations
and Warranties of the Voting Parties. Each Voting Party on its own behalf hereby represents and warrants to the other parties hereto,
severally and not jointly, with respect to such Voting Party and such Voting Party’s Beneficial Ownership of its Voting Shares set
forth on Annex A as follows:


 


(a) Organization;
Authority. If such Voting Party is not an individual, such Voting Party is duly organized, validly existing and in good standing under
the laws of the jurisdiction in which it is organized, and such Voting Party has all necessary power and authority to execute, deliver
and perform its obligations under this Agreement and to consummate the transactions contemplated hereby. If such Voting Party is an individual,
such Voting Party has full legal capacity, right and authority to execute, deliver and perform its obligations under this Agreement and
the consummate the transactions contemplated hereby. This Agreement has been duly authorized, executed and delivered by each Voting Party.
Assuming due authorization, execution and delivery by each other party to this Agreement, this Agreement constitutes a legally valid and
binding obligation of such Voting Party, enforceable against such Voting Party in accordance with its terms, except as enforcement may
be limited by applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium or similar laws affecting creditors’
rights generally and by principles governing the availability of equitable remedies.


 




     


     


    

 


(b) No
Consent. No consent, approval or authorization of, or designation, declaration or filing with, any Governmental Authority or other
Person on the part of such Voting Party is required in connection with the execution, delivery and performance by such Voting Party of
this Agreement and the transactions contemplated hereby. If such Voting Party is a natural person, no consent of such Voting Party’s
spouse or creditor is necessary under any “community property” or other laws for the execution and delivery of this Agreement
or the consummation of the transactions contemplated hereby. If such Voting Party is a trust, no consent of any beneficiary is required
for the execution and delivery of this Agreement or the consummation of the transactions contemplated hereby.


 


(c) No
Conflicts. Neither the execution and delivery of this Agreement, nor the consummation of the transactions contemplated hereby, nor
compliance with the terms hereof, will violate, conflict with or result in a breach of, or constitute a default (with or without notice
or lapse of time or both) under any provision of, any trust agreement, loan or credit agreement, note, bond, mortgage, indenture, lease
or other agreement, instrument, permit, concession, franchise, license, judgment, order, notice, decree, statute, law, ordinance, rule
or regulation applicable to such Voting Party or to such Voting Party’s property or assets (including the Voting Shares), or, if
such Voting Party is not an individual, such Voting Party’s Governing Documents, in each case, that would reasonably be expected
to prevent or delay the consummation of the Business Combination or that would reasonably be expected to prevent Voting Party from fulfilling
its obligations under this Agreement and consummating the transactions contemplated hereby.


 


(d) Ownership
of Shares. Except pursuant to the arrangements referred to in the following sentence, such Voting Party (i) Beneficially Owns its
Voting Shares free and clear of all Liens (other than restrictions under applicable securities laws or the Company’s Governing Documents)
and (ii) has the sole power to vote or cause to be voted its Voting Shares. Except pursuant hereto and pursuant to (i) the Business Combination
Agreement, (ii) that certain Shareholder Support Agreement, dated as of November 9, 2021, by and among GT Gettaxi, Dooboo and the other
parties thereto, (iii) the Subscription Agreement and (iv) if such Voting Party is not an individual, the Governing Documents of such
Voting Party, there are no options, warrants or other rights, agreements, arrangements or commitments of any character to which such Voting
Party is a party relating to the pledge, acquisition, disposition, transfer or voting of its Voting Shares prior to the consummation of
the Business Combination and there are no voting trusts or voting agreements with respect to such Voting Party’s Voting Shares.
Such Voting Party does not Beneficially Own (i) any Voting Shares, other than the Voting Shares set forth on Annex A or (ii) any
options, warrants or other rights to acquire any equity securities of the Company or any security exercisable for or convertible into
equity securities of the Company, other than as set forth on Annex A.


 


(e) No
Litigation. There is no Action pending, or, to the knowledge of such Voting Party, threatened, against such Voting Party that would
reasonably be expected to materially impair or materially adversely affect the ability of such Voting Party to perform its obligations
hereunder or to consummate the transactions contemplated by this Agreement.


 


3 Agreement
to Vote Shares; Further Assurances.


 


(a) Each
Voting Party agrees, during the term of this Agreement, (x) to appear at each meeting of the shareholders of the Company relating to the
Business Combination or otherwise cause its Voting Shares to be counted as present thereat for the purpose of establishing a quorum; (y)
to vote or cause to be voted the Voting Shares that he, she or it Beneficially Owns, at every meeting (or in connection with any request
for action by written consent or resolution) of the shareholders of the Company at which the Transactions are considered and at every
adjournment or postponement thereof, and (z) to execute a written consent or consents or a written resolution or resolutions if shareholders
of the Company are requested to vote their shares through the execution of an action by written consent or resolution, in each case to
the extent such Voting Shares are entitled to vote thereon pursuant to the Company’s Governing Documents: (i) in favor of (A) the
Business Combination Agreement and the Transactions, including the First SPV Holdco Merger and the Second SPV Holdco Merger, (B) any proposal
to adjourn or postpone such meeting of shareholders of the Company to a later date if there are not sufficient votes to approve the Business
Combination Agreement or the Transactions, including the SPV Holdco Merger, and (C) any other matter reasonably necessary to the consummation
of the Transactions and considered and voted upon by the shareholders of the Company; and (ii) except as necessary to consummate the Reorganization
or as contemplated by the Business Combination Agreement, against (A) any Acquisition Proposal relating to an Alternative Transaction;
(B) any action, proposal, transaction or agreement that could reasonably be expected to result in a breach of any covenant, representation
or warranty or any other obligation or agreement of (1) the Company under the Business Combination Agreement or (2) such Voting Party
hereunder; and (C) any action, proposal, transaction or agreement that could reasonably be expected to impede, interfere with, delay,
discourage, adversely affect or inhibit the timely consummation of the Business Combination or the fulfillment of the Company’s
conditions under the Business Combination Agreement or change in any manner the dividend policy or capitalization, including the voting
rights, of any class of shares of the Company (including any amendments to the Governing Documents), except as contemplated by this Agreement.


 




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(b) From
time to time, at the request of the Company, each Voting Party shall take, all such further actions, as may be necessary or appropriate
to, in the most expeditious manner reasonably practicable, effect the purposes of this Agreement, and execute customary documents incident
to the consummation of the Business Combination.


 


4 No
Voting Trusts or Other Arrangement. Each Voting Party agrees that during the term of this Agreement Voting Party will not, and will
not permit any entity under Voting Party’s control to, deposit any Voting Shares in a voting trust, grant any proxies with respect
to the Voting Shares or subject any of the Voting Shares to any arrangement with respect to the voting of the Voting Shares except as
contemplated in this Agreement. Each Voting Party hereby revokes any and all previous proxies and attorneys in fact with respect to the
Voting Shares.


 


5 Transfer
and Encumbrance. Each Voting Party agrees that during the term of this Agreement, such Voting Party will not, directly or indirectly,
transfer (including by operation of law), sell, offer, exchange, assign, pledge or otherwise dispose of or encumber (“Transfer”)
any of his, her or its Voting Shares or enter into any contract, option or other agreement with respect to, or consent to, a Transfer
of any of his, her or its Voting Shares or such Voting Party’s voting or economic interest therein. Any attempted Transfer of Voting
Shares or any interest therein in violation of this Section 5 shall be null and void. This Section 5 shall not prohibit a Transfer of
Voting Shares by any Voting Party (or prohibit any Voting Party from entering into any contract, option or other agreement with respect
to, or prohibit such Voting Party from consenting to, a Transfer of any of his, her or its Voting Shares or such Voting Party’s
voting or economic interest therein) (i) solely with respect to Voting Shares representing equity interests in Dooboo, to SPV Holdco in
connection with the Reorganization, (ii) to any Affiliates or any member of such Voting Party’s immediate family or any Affiliates
of such Voting Party, (iii) by gift to (a) in the case of an individual, a member of such Voting Party’s immediate family, (b) a
trust, the beneficiary of which is, or is an Affiliate of, such Voting Party or, in the case of an individual, a member of such Voting
Party’s immediate family, or (c) a charitable organization, (iv) in the case of an individual, by virtue of laws of descent and
distribution upon death, (v) in the case of an individual, pursuant to a qualified domestic relations order or in connection with a divorce
settlement, (vi) in the case of a trust, by distribution to one or more of the permissible beneficiaries of such trust, (vii) solely with
respect to Voting Shares representing equity interests in the Company, Dooboo or SPV, as applicable, in the event of the liquidation of
the Company, Dooboo or SPV Holdco prior to completion of the Business Combination or (viii) in the case of an entity, by virtue of the
laws of such Voting Party’s jurisdiction of incorporation or organization, such Voting Party’s organizational documents or
the rights attaching to the equity interests in such Voting Party upon dissolution of such Voting Party; provided, however, that
in the case of clauses (i) through (vi), as a pre-condition to such Transfer, the transferee must agree in a writing, reasonably satisfactory
in form and substance to SPAC and the Company, to be bound by all of the terms of this Agreement. For purposes of this Agreement, “immediate
family” shall mean with respect to any natural person, any of the following: such person’s spouse or domestic partner, the
siblings of such person and his or her spouse or domestic partner, and the direct descendants and ascendants (including adopted and step
children and parents) of such person and his or her spouses or domestic partners and siblings.


 


6 Appraisal
and Dissenters’ Rights. Each Voting Party hereby (i) waives, and agrees not to assert or perfect, any rights of appraisal or
rights to dissent from the SPV Holdco Merger that Voting Party may have by virtue of ownership of the Voting Shares and (ii) agrees not
to commence or participate in any claim, derivative or otherwise, against the Company relating to the negotiation, execution or delivery
of this Agreement or the Business Combination Agreement or the consummation of the Business Combination, including any claim (1) challenging
the validity of, or seeking to enjoin the operation of, any provision of this Agreement or (2) alleging a breach of any fiduciary duty
of the Board of Directors of the Company in connection with this Agreement, the Business Combination Agreement or the Business Combination.


 




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7 Termination.
This Agreement shall automatically terminate upon the earliest to occur of (i) the SPV Merger Effective Time and (ii) the date on which
the Business Combination Agreement is validly terminated in accordance with its terms; provided that (x) in the case of clause (i) those
rights and obligations that are explicitly provided for to survive after the Closing shall continue to apply in accordance with their
terms and (y) this Section 7 and Sections 9, 10, 11, 12, 13, 14, 16 and 17 hereof shall continue to apply.


 


8 No
Agreement as Director or Officer. Each Voting Party is signing this Agreement solely in its capacity as a shareholder and member of
the Company. No Voting Party makes any agreement or understanding in this Agreement in such Voting Party’s capacity (or in the capacity
of any Affiliate, partner or employee of Voting Party) as a director or officer of the Company or any of its Subsidiaries (if Voting Party
holds such office). Nothing in this Agreement will limit or affect any actions or omissions taken by a Voting Party (or any Affiliate,
partner or employee of Voting Party) in his, her or its capacity as a director or officer of the Company, and no actions or omissions
taken in any Voting Party’s capacity (or in the capacity of any Affiliate, partner or employee of Voting Party) as a director or
officer shall be deemed a breach of this Agreement. Nothing in this Agreement will be construed to prohibit, limit or restrict a Voting
Party (or any Affiliate, partner or employee of Voting Party) from exercising his or her fiduciary duties as an officer or director to
the Company or its Subsidiaries.


 


9 Specific
Enforcement. It is agreed and understood that monetary damages would not adequately compensate an injured party for the breach of
this Agreement by any party hereto and, accordingly, that this Agreement shall be specifically enforceable, in addition to any other remedy
to which such injured party is entitled at law or in equity, and that any breach of this Agreement shall be the proper subject of a temporary
or permanent injunction or restraining order. Further, each party hereto waives any claim or defense that there is an adequate remedy
at law for such breach or threatened breach or an award of specific performance is not an appropriate remedy for any reason at law or
equity and agrees that a party’s rights would be materially and adversely affected if the obligations of the other parties under
this Agreement were not carried out in accordance with the terms and conditions hereof.


 


10 Entire
Agreement. This Agreement supersedes all prior agreements, written or oral, among the parties hereto with respect to the subject matter
hereof and contains the entire agreement among the parties with respect to the subject matter hereof. Any provision of this Agreement
may be amended or waived if, but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party
to this Agreement, or, in the case of a waiver, by the party against whom the waiver is to be effective. No waiver of any provisions hereof
by either party shall be deemed a waiver of any other provisions hereof by such party, nor shall any such waiver be deemed a continuing
waiver of any provision hereof by such party.


 


11 Notices.
All notices and other communications hereunder shall be in writing and shall be given (and shall be deemed to have been duly given) by
delivery: (a) in person; (b) by e-mail (having obtained electronic delivery confirmation thereof); (c) by reputable, nationally recognized
overnight courier service; or (d) by registered or certified mail, pre-paid and return receipt requested; provided, however, that notice
given pursuant to clauses (c) and (d) above shall not be effective unless a duplicate copy of such notice is also given in person or by
e-mail (having obtained electronic delivery confirmation thereof). Such communications, to be valid, must be addressed as follows:


 


if to SPAC, to:


 


Rosecliff Acquisition Corp I

767 Fifth Avenue, 34th Floor

New York, NY 10022

Attn: Michael Murphy

Email: mm@rosecliffspac.com


 



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with a copy to:


 


Latham & Watkins LLP

811 Main Street

Houston, TX 77002

Attention: Ryan J. Maierson; John M. Greer

Email: Ryan.Maierson@lw.com; John.Greer@lw.com


 


if to Pubco or the Company to:


 


c/o GT Gettaxi (UK) Limited


Floor 2, Elm Yard


13-16 Elm Street


London WC1X 0BJ


United Kingdom

Attention: Global Legal Team

Email: global.legal@gett.com


 


with a copy to:


 


Davis Polk & Wardwell LLP

450 Lexington Avenue

New York, NY 10017

Attention: Lee Hochbaum, Michael Kaplan, Yasin Keshvargar

Email: lee.hochbaum@davispolk.com; michael.kaplan@davispolk.com; yasin.keshvargar@davispolk.com


 


if to the Voting Parties(s), to the address(es) set forth on Annex
A hereto,


 


or to such other address or to the attention of such Person or Persons
as the recipient party has specified by prior written notice to the sending party (or in the case of counsel, to such other readily ascertainable
business address as such counsel may hereafter maintain). If more than one method for sending notice as set forth above is used, the earliest
notice date established as set forth above shall control.


 


12 Governing
Law. This Agreement shall be governed by and construed in accordance with the Laws of the State of New York, without giving effect
to any choice of Law or conflict of Law provision or rule (whether of the State of New York or any other jurisdiction) that would cause
the application of the law of any jurisdiction other than the State of New York. Each Party (a) irrevocably consents to the service of
the summons and complaint and any other process in any action or proceeding relating to the transactions contemplated by this Agreement,
for and on behalf of itself or any of its properties or assets, in accordance with this Section 13 or in such other manner as may be permitted
by applicable Law, that such process may be served in the manner of giving notices in this Section 13 and that nothing in this Section
13 shall affect the right of any Party to serve legal process in any other manner permitted by applicable Law, (b) irrevocably and unconditionally
consents and submits itself and its properties and assets in any action or proceeding to the exclusive general jurisdiction of any New
York State court or federal court of the United States of America, in each case, sitting in New York County, and any appellate court thereof
in the event any dispute or controversy arises out of this Agreement or the transactions contemplated hereby or thereby, or for recognition
and enforcement of any Order in respect thereof, (c) agrees that it will not attempt to deny or defeat such personal jurisdiction by motion
or other request for leave from any such court, (d) agrees that any actions or proceedings arising in connection with this Agreement or
the transactions contemplated hereby or thereby shall be brought, tried and determined only in such New York State court or, to the extent
permitted by Law, in such federal court, (e) waives any objection that it may now or hereafter have to the venue of any such action or
proceeding in any such court or that such action or proceeding was brought in an inconvenient court and agrees not to plead or claim the
same, and (f) agrees that it will not bring any action or proceeding relating to this Agreement or the transactions contemplated hereby
or thereby in any court other than the aforesaid courts. Each Party agrees that a final Order in any action or proceeding in such courts
as provided above shall be conclusive and may be enforced in other jurisdictions by suit on the Order or in any other manner provided
by applicable Law.


 




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13 WAIVER
OF TRIAL BY JURY. THE PARTIES EACH HEREBY WAIVES, TO THE FULLEST EXTENT PERMITTED BY LAW, ANY RIGHT TO TRIAL BY JURY OF ANY CLAIM,
DEMAND, ACTION, OR CAUSE OF ACTION (I) ARISING UNDER THIS AGREEMENT OR (II) IN ANY WAY CONNECTED WITH OR RELATED OR INCIDENTAL TO THE
DEALINGS OF THE PARTIES IN RESPECT OF THIS AGREEMENT OR ANY OF THE TRANSACTIONS RELATED HERETO, IN EACH CASE WHETHER NOW EXISTING OR HEREAFTER
ARISING, AND WHETHER IN CONTRACT, TORT, EQUITY, OR OTHERWISE. THE PARTIES EACH HEREBY AGREES AND CONSENTS THAT ANY SUCH CLAIM, DEMAND,
ACTION, OR CAUSE OF ACTION SHALL BE DECIDED BY COURT TRIAL WITHOUT A JURY AND THAT THE PARTIES MAY FILE AN ORIGINAL COUNTERPART OF A COPY
OF THIS AGREEMENT WITH ANY COURT AS WRITTEN EVIDENCE OF THE CONSENT OF THE PARTIES HERETO TO THE WAIVER OF THEIR RIGHT TO TRIAL BY JURY.


 


14 Severability.
In case any provision in this Agreement shall be held invalid, illegal or unenforceable in a jurisdiction, such provision shall be modified
or deleted, as to the jurisdiction involved, only to the extent necessary to render the same valid, legal and enforceable, and the validity,
legality and enforceability of the remaining provisions hereof shall not in any way be affected or impaired thereby nor shall the validity,
legality or enforceability of such provision be affected thereby in any other jurisdiction. Upon such determination that any term or other
provision is invalid, illegal or incapable of being enforced, the parties hereto will substitute for any invalid, illegal or unenforceable
provision a suitable and equitable provision that carries out, so far as may be valid, legal and enforceable, the intent and purpose of
such invalid, illegal or unenforceable provision.


 


15 Counterparts.
This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, and all of which taken together shall
constitute one and the same instrument. The words “execution,” “signed,” “signature,” “delivery”
and words of like import in this Agreement or in any instruments, agreements, certificates, legal opinions, negative assurance letters
or other documents entered into or delivered pursuant to or in connection with this Agreement shall include images of manually executed
signatures transmitted by facsimile or other electronic format (including, without limitation, “pdf,” “tif” or
“jpg”) and other electronic signatures (including, without limitation, DocuSign and AdobeSign). The use of electronic signatures
and electronic records (including, without limitation, any contract or other record created, generated, sent, communicated, received or
stored by electronic means) shall be of the same legal effect, validity and enforceability as a manually executed signature or use of
a paper-based record-keeping system to the fullest extent permitted by applicable law, including the Federal Electronic Signatures in
Global and National Commerce Act, the New York State Electronic Signatures and Records Act and any other applicable law, including, without
limitation, any state law based on the Uniform Electronic Transactions Act or the Uniform Commercial Code.


 


16 Titles
and Headings. Titles and headings of sections of this Agreement are for convenience only and shall not affect the construction of
any provision of this Agreement.


 


17 Assignment;
Successors and Assigns; No Third Party Rights. Except as otherwise provided herein, this Agreement may not, without the prior written
consent of the other parties hereto, be assigned by operation of Law or otherwise, and any attempted assignment shall be null and void.
Subject to the foregoing, this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs,
successors, permitted assigns and legal representatives, and nothing herein, express or implied, it intended to or shall confer upon any
other Person any legal or equitable right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.


 


18 Further
Assurances. Each party hereto shall execute and deliver such additional documents as may be necessary or desirable to give effect
to the transactions contemplated by this Agreement.


 


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IN WITNESS WHEREOF, the parties hereto have executed
and delivered this Company Support Agreement as of the date first written above.


 


	 	GT GETTAXI LISTCO
	 	 	 
	 	By:	/s/ Aliaksei Aneichyk
	 	 	Name: 	Aliaksei Aneichyk 
	 	 	Title:	Director



 


[Signature Page to Company Support Agreement]


 




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	 	SPAC: Rosecliff Acquisition Corp I
	 	 	 
	 	By:	/s/ Michael P. Murphy
	 	 	Name: 	Michael P. Murphy 
	 	 	Title:	Chief Executive Officer



 


[Signature Page to Company Support Agreement]


 






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	 	DOOBOO HOLDING LIMITED
	 	 	 
	 	By:	/s/ Dave Waiser
	 	 	Name: 	Dave Waiser
	 	 	Title:	Authorised Signatory






 


[Signature Page to Company Support Agreement]


 




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	 	COMPANY:
	 	 
	 	GT GETTAXI LIMITED 
	 	 	 
	 	By:	/s/ Dave Waiser
	 	Name: 	Dave Waiser 
	 	Title:	CEO



 


[Signature Page to Company Support Agreement]


 




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	 	VOTING PARTIES:
	 	 	 
	 	AI MOBILITY HOLDINGS LIMITED
	 	 	 
	 	By:	Hudson Administration SA
	 	 	Its Director
	 	 	 
	 	By:	/s/ Dawn E. Shand
	 	Name: 	Dawn E. Shand
	 	Title:	Director


 


[Signature Page to Company Support Agreement]


 




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	 	VOTING PARTIES:
	 	 
	 	/s/ Gillian Newton
	 	Gillian Newton
	 	Director
	 	Baring Vostok Fund V Nominees Limited


 


[Signature Page to Company Support Agreement]


 




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	 	VOTING PARTIES:
	 	 
	 	/s/ Andrey Costyashkin
	 	Andrey Costyashkin
	 	Director
	 	Baring Vostok Investments PCC Limited


 


[Signature Page to Company Support Agreement]


 




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	 	VOTING PARTIES:
	 	 	 
	 	VNV (CYPRUS) LIMITED
	 	 	 
	 	By:	/s/ Eleni Chrysostomides
	 	Name: 	Eleni Chrysostomides
	 	Title:	Director


 


[Signature Page to Company Support Agreement]


 




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	 	VOTING PARTIES:
	 	 
	 	/s/ Kishma Hodge
	 	Kishma Hodge
	 	Treebay Limited
	 	Director


 


[Signature Page to Company Support Agreement]


 




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	 	VOTING PARTIES:
	 	 
	 	/s/ Roi More
	 	Roi More


 


[Signature Page to Company Support Agreement]


 




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	 	VOTING PARTIES:
	 	 	 
	 	MCI.PRIVATE VENTURES FUNDUSZ

INWESTYCYJNY ZAMKNIETY
	 	 	 
	 	By:	/s/ Maciej Kowalski            
	 	Name: 	Maciej Kowalski
	 	Title:	Board Member


 


[Signature Page to Company Support Agreement]


 




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	 	VOTING PARTIES:
	 	 	 
	 	By:	/s/ Alexei Filatov
	 	Name: 	Alexei Filatov
	 	Title:	Director


 


[Signature Page to Company Support Agreement]


 




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	 	VOTING PARTIES:
	 	 
	 	By:	/s/ Mr. Dave Waiser
	 	Name: 	Mr. Dave Waiser


 


[Signature Page to Company Support Agreement]


 




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	 	VOTING PARTIES:
	 	 	 
	 	By:	/s/ Mr. Dave Waiser
	 	Name: 	Mr. Dave Waiser
	 	 	(on behalf of all shareholders in GT Gettaxi that were issued shares in GT Gettaxi under GT Gettaxi’s share option plan)


 


[Signature Page to Company Support Agreement]


 




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	 	VOTING PARTIES:
	 	 	 
	 	By:	/s/ Mr. Dave Waiser
	 	Name: 	Mr. Dave Waiser
	 	 	(acting as attorney on behalf of Altshuler Shaham Trusts Limited)


 


[Signature Page to Company Support Agreement]


 




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	 	VOTING PARTIES:
	 	 	 
	 	By:	/s/ Mr. Dave Waiser
	 	Name: 	Mr. Dave Waiser
	 	 	(acting as attorney on behalf of the shareholders in GT Gettaxi listed in the Schedule to the Signature Page)


 


[Signature Page to Company Support Agreement]


 


 


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