INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • October 26th, 2018 • Boxwood Merger Corp. • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of November __, 2018 by and between Boxwood Merger Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • October 26th, 2018 • Boxwood Merger Corp. • Blank checks • Delaware
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of November ___, 2018, by and between Boxwood Merger Corp., a Delaware corporation (the “Company”), and __________________ (“Indemnitee”).
EXPENSE ADVANCEMENT AGREEMENTExpense Advancement Agreement • October 26th, 2018 • Boxwood Merger Corp. • Blank checks • New York
THIS EXPENSE ADVANCEMENT AGREEMENT (this “Agreement”), dated as of ________, 2018, is made and entered into by and between Boxwood Merger Corp., a Delaware corporation (the “Corporation”) and Boxwood Sponsor, LLC (the “Sponsor”).
Continental Stock Transfer & Trust Company Warrant AgreementWarrant Agreement • October 26th, 2018 • Boxwood Merger Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of , 2018, is by and between Boxwood Merger Corp., a Delaware corporation (the “Corporation”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 26th, 2018 • Boxwood Merger Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of November __, 2018, is made and entered into by and among Boxwood Merger Corp., a Delaware corporation (the “Corporation”), and Boxwood Merger Sponsor LLC, a Delaware limited liability company (the “Sponsor”), together with the other parties listed on the signature pages hereto and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement (each a “Holder” and collectively the “Holders”).
Boxwood Merger Corp. Santa Monica, CA 90403 Re: Initial Public Offering Ladies and Gentlemen:Letter Agreement • October 26th, 2018 • Boxwood Merger Corp. • Blank checks
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) to be entered into by and among Boxwood Merger Corp., a Delaware corporation (the “Company”), and Merrill Lynch, Pierce, Fenner & Smith Incorporated, Morgan Stanley & Co. LLC and Macquarie Capital (USA) Inc., as representatives (the “Representatives”) of the several underwriters (each, an “Underwriter” and collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of 28,750,000 of the Company’s units (including up to 3,750,000 units that may be purchased pursuant to the Underwriters’ option to purchase additional units) (each, a “Unit”), each Unit comprised of one share of the Company’s Class A common stock, par value $0.01 per share (the “Common Stock”), and one-half of one redeemable warrant (each, a “Warrant”). Each whole Warrant will entitle the holder thereof to purchase one share of Common
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 26th, 2018 • Boxwood Merger Corp. • Blank checks • Delaware
THIS SECURITIES PURCHASE AGREEMENT, dated as of __________, 2018 (as it may from time to time be amended and including all schedules referenced herein, this “Agreement”), is entered into by and between Boxwood Merger Corp., a Delaware corporation (the “Company”), and Boxwood Sponsor, LLC, a Delaware limited liability company (the “Purchaser”).
Re: Agreement among SponsorsLetter Agreement • October 26th, 2018 • Boxwood Merger Corp. • Blank checks • New York
This letter (this “Letter Agreement”) is being executed and delivered in connection with the proposed underwritten initial public offering (the “Public Offering”) by Boxwood Merger Corp., a Delaware corporation (the “Company”) of units (the “Units”). The Units shall be sold in the Public Offering pursuant to a registration statement on Form S-1 and prospectus (the “Prospectus”) filed by the Company with the U.S. Securities and Exchange Commission (the “Commission”) and the Company has applied to have the Units listed on the NASDAQ Capital Market.
SUBSCRIPTION AGREEMENTSubscription Agreement • October 26th, 2018 • Boxwood Merger Corp. • Blank checks
This Subscription Agreement is entered into by and between the undersigned subscriber, M Acquisition III Sponsor, LLC, a Delaware limited liability company (the “Subscriber”), and M Acquisition Company III Corporation., a Delaware corporation (the “Company” ), as of June 28, 2017. The Subscriber and the Company hereby agree that:
SECURITIES ASSIGNMENT AGREEMENTSecurities Assignment Agreement • October 26th, 2018 • Boxwood Merger Corp. • Blank checks
This Securities Assignment Agreement is dated as of October 22, 2018 (this “Assignment”), by and among Boxwood Sponsor LLC, a Delaware limited liability company (the “Seller”), and the parties identified on the signature page hereto (each a “Buyer” and collectively, the “Buyers”).
