Arco Platform Limited Class A Common Shares, par value US$0.00005 per share Underwriting AgreementUnderwriting Agreement • September 17th, 2018 • Arco Platform Ltd. • Services-educational services • New York
Arco Platform Limited, an exempted company incorporated under the laws of the Cayman Islands with limited liability (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) for whom you are acting as representatives (the “Representatives”), an aggregate of [·] Class A common shares, par value US$0.00005 per share, (the “Class A Common Shares”) of the Company (the “Firm Shares”) and, at the election of the Underwriters, up to [·] additional Class A Common Shares of the Company (the “Optional Shares”). The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Shares”. The Class A Common Shares to be outstanding after giving effect to the sales contemplated hereby are hereinafter referred to as the “Common Shares.”
Underwriting AgreementUnderwriting Agreement • October 25th, 2019 • Arco Platform Ltd. • Services-educational services • New York
Arco Platform Limited, an exempted company incorporated under the laws of the Cayman Islands with limited liability (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) for whom you are acting as representatives (the “Representatives”), an aggregate of 3,450,656 Class A common shares, par value US$0.00005 per share, (the “Class A Common Shares”) of the Company, the shareholders of the Company named in Schedule II hereto (the “Selling Shareholders”) propose, subject to the terms and conditions stated in this Agreement, to sell to the Underwriters an aggregate of 4,268,847 Class A Common Shares, and General Atlantic Arco (Bermuda), L.P. proposes, subject to the terms and conditions stated in this Agreement, to sell to the Underwriters, at the election of the Underwriters, up to 1,157,925 additional Class A Common Shares. The aggregate of 7,719,503 C
Arco Platform Limited as the Company and as TrusteeSubordinated Indenture • October 15th, 2019 • Arco Platform Ltd. • Services-educational services • New York
SUBORDINATED INDENTURE, dated as of [ , ], between Arco Platform Limited, an exempted company incorporated under the laws of the Cayman Islands with limited liability, as the Company, and [ ], as Trustee.
This Indemnity Agreement is made on the [●] day of [●] 2018. Between:Indemnification Agreement • August 24th, 2018 • Arco Platform Ltd. • Services-educational services
AGREEMENT AND PLAN OF MERGER by and among ACHIEVE HOLDINGS, ACHIEVE MERGER SUB, and ARCO PLATFORM LIMITED Dated as of August 10, 2023Merger Agreement • August 11th, 2023 • Arco Platform Ltd. • Services-educational services • Delaware
AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of August 10, 2023 (the “Agreement Date”), by and among Arco Platform Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands (the “Company”), Achieve Holdings, an exempted company with limited liability incorporated under the laws of the Cayman Islands (“Parent”), and Achieve Merger Sub, an exempted company with limited liability incorporated under the laws of the Cayman Islands and a wholly owned Subsidiary of Parent (“Merger Sub”). Parent, Merger Sub and the Company are each sometimes referred to herein as a “Party” and collectively as the “Parties.” Certain capitalized terms used in this Agreement are defined in Section 9.03.
ContractProxy Agreement • October 14th, 2020 • Arco Platform Ltd. • Services-educational services
Arco Platform Limited (the "Company") FORM OF PROXY FOR SHAREHOLDERS I/We _________________________________________________________________________ Please Print Name(s) of ___________________________________________________________________________ Please Print Address(es) being (a) shareholder(s) of the Company with ____________ shares respectively hereby appoint ________________________________ of ___________________________________________ or failing him/her ________________________________ of ___________________________________________ or failing him/her the duly appointed chairman of the Meeting (the "Chairman") as my/our proxy to vote for me/us and on my/our behalf at the Annual General Meeting of the Company (the "AGM") to be held on the 30th day of October 2020 at 10:30 am São Paulo time at the offices of the Company located at Rua Augusta 2840, 9th floor, suite 91, Consolação, São Paulo - SP, 01412-100, Brazil and at any adjournment of the AGM. My proxy is instructed to vote on
