Exhibit 10.2


 


SOCIAL LEVERAGE ACQUISITION CORP I


PROMISSORY NOTE


 


	Principal Amount: Up to $400,000	Dated as of June 30, 2022




 


FOR VALUE RECEIVED and subject to the terms and
conditions set forth herein, Social Leverage Acquisition Corp I, a Delaware corporation (“Maker”), promises to pay
to Social Leverage Acquisition Sponsor I LLC, a Delaware limited liability company (“Payee”), or order, the principal
balance as set forth on Schedule A hereto, together with all accrued and unpaid interest due on such outstanding balance, in lawful
money of the United States of America; provided that at no time shall the aggregate amount outstanding before interest under this note
exceed the amount of Four Hundred Thousand U.S. Dollars (U.S. $400,000). All payments on this Note shall be made by check or wire transfer
of immediately available funds or as otherwise determined by Maker to such account as Payee may from time to time designate by written
notice in accordance with the provisions of this Note.


 


1.
Principal. All unpaid principal under this Note shall be due and payable in full on the earlier of: (i) the date by which
Maker has to complete a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination
with one or more businesses (a “Business Combination”) pursuant to its Amended and Restated Certificate of Incorporation
(as may be amended from time to time), and (ii) the effective date of a Business Combination (such earlier date of (i) and (ii), the “Maturity
Date”), unless accelerated upon the occurrence of an Event of Default (as defined below). Any outstanding principal under this
Note may be prepaid at any time by Maker, at its election and without penalty. Under no circumstances shall any individual, including
but not limited to any officer, director, employee or shareholder of Maker, be obligated personally for any obligations or liabilities
of Maker hereunder.


 


2.
Interest. The unpaid amounts set forth in Schedule A shall bear interest at the rate of 10% per annum as of the date
set forth in Schedule A, as applicable, and shall be due and payable in full on the Maturity Date.


 


3.
Application of Payments. All payments shall be applied first to payment in full of any costs incurred in the collection of
any sum due under this Note, including (without limitation) reasonable attorney’s fees, then to payment in full of any accrued and
unpaid interest on this Note, and then to the payment in full of any late charges and finally to the reduction of the unpaid principal
balance of this Note.


 


4.
Events of Default. The occurrence of any of the following shall constitute an event of default (“Event of Default”):


 


(a)
Failure to Make Required Payments. Failure by Maker to pay the principal amount and interest due pursuant to this Note on
the Maturity Date.


 


(b)
Voluntary Bankruptcy, Etc. The commencement by Maker of a voluntary case under any applicable bankruptcy, insolvency, reorganization,
rehabilitation or other similar law, or the consent by it to the appointment of or taking possession by a receiver, liquidator, assignee,
trustee, custodian, sequestrator (or other similar official) of Maker or for any substantial part of its property, or the making by it
of any assignment for the benefit of creditors, or the failure of Maker generally to pay its debts as such debts become due, or the taking
of corporate action by Maker in furtherance of any of the foregoing.


 


(c)
Involuntary Bankruptcy, Etc. The entry of a decree or order for relief by a court having jurisdiction in the premises in
respect of Maker in an involuntary case under any applicable bankruptcy, insolvency or other similar law, or appointing a receiver, liquidator,
assignee, custodian, trustee, sequestrator (or similar official) of Maker or for any substantial part of its property, or ordering the
winding-up or liquidation of its affairs, and the continuance of any such decree or order unstayed and in effect for a period of sixty
(60) consecutive days.


 


5.
Remedies.


 


(a)
Upon the occurrence of an Event of Default specified in Section 4(a) hereof, Payee may, by written notice to Maker, declare this
Note to be due immediately and payable, whereupon the unpaid principal amount of this Note, and all other amounts payable thereunder,
shall become immediately due and payable without presentment, demand, protest or other notice of any kind, all of which are hereby expressly
waived, anything contained herein or in the documents evidencing the same to the contrary notwithstanding.


 


(b)
Upon the occurrence of an Event of Default specified in Sections 4(b) or 4(c), the unpaid principal balance of this Note, and all
other sums payable with regard to this Note, shall automatically and immediately become due and payable, in all cases without any action
on the part of Payee.


 


6.
Waivers. Maker and all endorsers and guarantors of, and sureties for, this Note waive presentment for payment, demand, notice
of dishonor, protest, and notice of protest with regard to the Note, all errors, defects and imperfections in any proceedings instituted
by Payee under the terms of this Note, and all benefits that might accrue to Maker by virtue of any present or future laws exempting any
property, real or personal, or any part of the proceeds arising from any sale of any such property, from attachment, levy or sale under
execution, or providing for any stay of execution, exemption from civil process, or extension of time for payment; and Maker agrees that
any real estate that may be levied upon pursuant to a judgment obtained by virtue hereof, on any writ of execution issued hereon, may
be sold upon any such writ in whole or in part in any order desired by Payee.


 






     


     


    

 


7.
Unconditional Liability. Maker hereby waives all notices in connection with the delivery, acceptance, performance, default,
or enforcement of the payment of this Note, and agrees that its liability shall be unconditional, without regard to the liability of any
other party, and shall not be affected in any manner by any indulgence, extension of time, renewal, waiver or modification granted or
consented to by Payee, and consents to any and all extensions of time, renewals, waivers, or modifications that may be granted by Payee
with respect to the payment or other provisions of this Note, and agrees that additional makers, endorsers, guarantors, or sureties may
become parties hereto without notice to Maker or affecting Maker’s liability hereunder.


 


8.
Notices. All notices, statements or other documents which are required or contemplated by this Note shall be: (i) in writing
and delivered personally or sent by first class registered or certified mail, overnight courier service or facsimile or electronic transmission
to the address designated in writing, (ii) by facsimile to the number most recently provided to such party or such other address or fax
number as may be designated in writing by such party or (iii) by electronic mail, to the electronic mail address most recently provided
to such party or such other electronic mail address as may be designated in writing by such party. Any notice or other communication so
transmitted shall be deemed to have been given on the day of delivery, if delivered personally, on the business day following receipt
of written confirmation, if sent by facsimile or electronic transmission, one (1) business day after delivery to an overnight courier
service or five (5) days after mailing if sent by mail.


 


9.
Construction. THIS NOTE SHALL BE CONSTRUED AND ENFORCED IN ACCORDANCE WITH THE LAWS OF NEW YORK.


 


10.
Severability. Any provision contained in this Note which is prohibited or unenforceable in any jurisdiction shall, as to such
jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof,
and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other
jurisdiction.


 


11.
Trust Waiver. Notwithstanding anything herein to the contrary, Payee hereby waives any and all right, title, interest or claim
of any kind (“Claim”) in or to any distribution of or from the trust account established in which proceeds of Maker’s
initial public offering (the “IPO”) (including the deferred underwriting discounts and commissions) and proceeds of
the sale of Private Placement Warrants were or will be deposited, as described in greater detail in the registration statement on Form
S-1 relating to the IPO filed by Maker with the Securities and Exchange Commission, and hereby agrees not to seek recourse, reimbursement,
payment or satisfaction for any Claim against the trust account for any reason whatsoever.


 


12.
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.


 


13.
Successors and Assigns. Subject to the restrictions on transfer in Section 14 below, the rights and obligations
of Maker and Payee hereunder shall be binding upon and benefit the successors, assigns, heirs, administrators and transferees of any party
hereto (by operation of law or otherwise) with the prior written consent of the other party hereto and any attempted assignment without
the required consent shall be void.


 


14.
Acknowledgment. Payee is acquiring this Note for investment for its own account, not as a nominee or agent, and not with a
view to, or for resale in connection with, any distribution thereof. Payee understands that the acquisition of this Note involves substantial
risk. Payee has experience as an investor in securities of companies and acknowledges that it is able to fend for itself, can bear the
economic risk of its investment in this Note, and has such knowledge and experience in financial and business matters that it is capable
of evaluating the merits and risks of this investment in this Note and protecting its own interests in connection with this investment.


 


[Signature page follows]


 









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IN WITNESS WHEREOF, Maker, intending to be
legally bound hereby, has caused this Note to be duly executed by the undersigned as of the day and year first above written.


 


	 	SOCIAL LEVERAGE ACQUISITION CORP I
	 	 
	 	By:	 /s/ Douglas Horlick
	 	 	Name: 	Douglas Horlick
	 	 	Title:	President and Chief Operating Officer


 


	Acknowledged and agreed as of the day and year first above written.
	 
	SOCIAL LEVERAGE ACQUISITION SPONSOR I LLC
	 	 
	By:	/s/ Paul Grinberg	 
	 	Name: 	Paul Grinberg	 
	 	Title:	Executive Chairman	 



 


[Signature Page to Promissory Note]


 









     


     


    

 


SCHEDULE A


 


Subject to the terms and conditions set forth in
the Note to which this schedule is attached to, the principal balance due under the Note is set forth in the table below as of the dates
set forth below:


 


	Date	 	Amount	 	 	Principal Balance	 
	June 30, 2022	 	$	61,532	 	 	$	61,532