Exhibit 10.2


 


AMENDMENT TO THE


PROMISSORY NOTE


 


THIS AMENDMENT
TO THE PROMISSORY NOTE (this “Amendment”), made as of June 18, 2021, is made by and between LF Capital Acquisition
Corp. II, a Delaware corporation (the “Maker”), and Level Field Capital II, LLC, a Delaware limited liability
company (the “Payee”).


 


WHEREAS, the Payee
and the Maker are parties to that certain Promissory Note, dated as of March 15, 2021 (the “Existing Promissory
Note”), pursuant to which the Maker promises to pay to the order of Payee the principal sum of Three Hundred Thousand
Dollars ($300,000.00), or such lesser amount as shall have been advanced by the Payee to the Maker and shall remain unpaid under
the Existing Promissory Note on the Maturity Date, on the terms and conditions described in the Existing Promissory Note;


 


WHEREAS,
capitalized terms used herein, but not otherwise defined, shall have the meanings given to such terms in the Existing Promissory
Note; and


 


WHEREAS,
the Maker and the Payee desire to enter into the Amendment.


 


NOW, THEREFORE,
in consideration of the mutual agreements contained herein and other good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, and intending to be legally bound hereby, the parties hereto agree as follows:


 


ARTICLE I


 


AMENDMENT OF THE EXISTING PROMISSORY
NOTE


 


The Maker and the
Payee hereby agree to amend the Existing Promissory Note as provided below, effective immediately:


 


Each reference to
“Three Hundred Thousand Dollars” in the Existing Promissory Note shall be replaced with a reference to “Six Hundred
Thousand Dollars” and each reference in the Existing Promissory Note to “300,000.00” shall be replaced with a reference
to “$600,000.00”.


 


Article
II


 


MISCELLANEOUS


 


2.1 Counterparts.
This Amendment may be executed in any number of original or facsimile counterparts and each of such counterparts shall for all
purposes be deemed to be an original, and all such counterparts shall together constitute but one and the same instrument.


 


2.5 Entire Agreement.
The Existing Promissory Note, as modified by this Amendment, constitutes the entire understanding of the parties and supersedes
all prior agreements, understandings, arrangements, promises and commitments, whether written or oral, express or implied, relating
to the subject matter hereof, and all such prior agreements, understandings, arrangements, promises and commitments are hereby
canceled and terminated.


 


2.6 Construction.
THIS AMENDMENT SHALL BE CONSTRUED AND ENFORCED IN ACCORDANCE WITH THE LAWS OF NEW YORK, WITHOUT REGARD TO CONFLICT OF LAW PROVISIONS
THEREOF.


 


2.6 Amendment;
Waiver. Any amendment hereto or waiver of any provision hereof may be made with, and only with, the written consent of Maker
and Payee.


 


[Signature Page Follows]





 



    	 



    	 



    

 


IN WITNESS WHEREOF, the parties
hereto have caused this Amendment to be duly executed as of the date first above written.


 


	 	 	 	LF CAPITAL ACQUISITION CORP. II
	 	 	 	 	 
	 	 	 	By:	/s/ Scott Reed
	 	 	 	Name: 	Scott Reed
	 	 	 	Title: 	President, Chief Executive Officer
	 	 	 	 	 
	LEVEL FIELD CAPITAL II, LLC	 	 	 
	 	 	 	 	 
	By:	LEVEL FIELD PARTNERS II, LLC, its	 	 	 
	 	managing member	 	 	 
	 	 	 	 	 
	By:	LEVEL FIELD MANAGEMENT II, LLC, its	 	 	 
	 	managing member	 	 	 
	 	 	 	 	 
	By:	/s/ Elias Farhat	 	 	 
	 	Name: Elias Farhat	 	 	 
	 	Title: Member	 	 	 
	 	 	 	 	 
	By:	/s/ Djemi Traboulsi	 	 	 
	 	Name: Djemi Traboulsi	 	 	 
	 	Title: Member	 	 	 



  


[Signature
Page to Amendment of Promissory Note]