FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 16th, 2020 • Roth CH Acquisition I Co • Blank checks • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of November 16, 2020 between Roth CH Acquisition I Co. Parent Corp., a Delaware corporation (the “Company”), and each of the several subscribers signatory hereto (each such Subscriber, a “Subscriber” and, collectively, the “Subscribers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 29th, 2020 • Roth CH Acquisition I Co • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the [•] day of [•], 2020, by and among Roth CH Acquisition I Co., a Delaware corporation (the “Company”) and the undersigned parties listed under Investors on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
INDEMNITY AGREEMENTIndemnification Agreement • May 7th, 2020 • Roth CH Acquisition I Co • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of May 4, 2020, by and between Roth CH Acquisition I Co., a Delaware corporation (the “Company”), and Byron Roth (“Indemnitee”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • May 7th, 2020 • Roth CH Acquisition I Co • Blank checks • New York
Reference is made to that certain Investment Management Trust Agreement between Roth CH Acquisition I Co. (“Company”) and Continental Stock Transfer & Trust Company, dated as of [*], 2020 (“Trust Agreement”). Capitalized words used herein and not otherwise defined shall have the meanings ascribed to them in the Trust Agreement.
This letter (the “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Roth CH Acquisition I Co., a Delaware corporation (the “Company”) and Roth Capital...Underwriting Agreement • May 7th, 2020 • Roth CH Acquisition I Co • Blank checks • New York
This letter (the “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Roth CH Acquisition I Co., a Delaware corporation (the “Company”) and Roth Capital Partners, LLC and Craig-Hallum Capital Group LLC (the “Representatives”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each Unit comprised of one share of common stock of the Company, par value $0.0001 per share (the “Common Stock”), and one-half of one redeemable warrant, each whole warrant exercisable for one share of Common Stock (each, a “Warrant”). Certain capitalized terms used herein are defined in paragraph 13 hereof.
WARRANT AGREEMENTWarrant Agreement • May 7th, 2020 • Roth CH Acquisition I Co • Blank checks • New York
This Warrant Agreement (“Warrant Agreement”) is made as of May 4, 2020, by and between Roth CH Acquisition I Co., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company (the “Warrant Agent”).
STOCK ESCROW AGREEMENTStock Escrow Agreement • April 29th, 2020 • Roth CH Acquisition I Co • Blank checks • New York
STOCK ESCROW AGREEMENT, dated as of [•], 2020 (“Agreement”), by and among Roth CH Acquisition I Co., a Delaware corporation (the “Company”), the initial securityholders listed on Exhibit A attached hereto (each, an “Initial Securityholder” and collectively the “Initial Securityholders”) and Continental Stock Transfer & Trust Company, a New York corporation (the “Escrow Agent”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 7th, 2020 • Roth CH Acquisition I Co • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the 4th day of May, 2020, by and among Roth CH Acquisition I Co., a Delaware corporation (the “Company”) and the undersigned parties listed under Investors on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
FORM OF SUBSCRIPTION AGREEMENTSubscription Agreement • November 16th, 2020 • Roth CH Acquisition I Co • Blank checks • New York
This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into this 16th day of November, 2020, by and among Roth CH Acquisition I Co., a Delaware corporation (the “Company”), Roth CH Acquisition I Co. Parent Corp., a Delaware corporation (“Pubco”), and the undersigned (“Subscriber” or “you”). Defined terms used but not otherwise defined herein shall have the respective meanings ascribed thereto in the Transaction Agreement (as defined below).
7,500,000 Units ROTH CH ACQUISITION I CO. UNDERWRITING AGREEMENTUnderwriting Agreement • May 7th, 2020 • Roth CH Acquisition I Co • Blank checks • New York
STOCK ESCROW AGREEMENTStock Escrow Agreement • May 7th, 2020 • Roth CH Acquisition I Co • Blank checks • New York
STOCK ESCROW AGREEMENT, dated as of May 4, 2020 (“Agreement”), by and among Roth CH Acquisition I Co., a Delaware corporation (the “Company”), the initial securityholders listed on Exhibit A attached hereto (each, an “Initial Securityholder” and collectively the “Initial Securityholders”) and Continental Stock Transfer & Trust Company, a New York corporation (the “Escrow Agent”).
AGREEMENT AND PLAN OF MERGER by and among roth ch ACQUISITION i CO.,Merger Agreement • November 16th, 2020 • Roth CH Acquisition I Co • Blank checks • New York
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of November 16, 2020, is entered into by and among Roth CH Acquisition I Co., a Delaware corporation, (“Acquiror”), Roth CH Acquisition I Co. Parent Corp., a Delaware corporation and wholly-owned subsidiary of Acquiror (“Holdings”), Roth CH Merger Sub Corp., a Delaware corporation and wholly-owned subsidiary of Holdings (“Merger Sub Corp”), Roth CH Merger Sub LLC, a Delaware limited liability company and wholly-owned subsidiary of Holdings (“Merger Sub LLC”), and PureCycle Technologies LLC, a Delaware limited liability company (the “Company”). Acquiror, Holdings, Merger Sub Corp, Merger Sub LLC and the Company are sometimes referred to herein as a “Party” or collectively as the “Parties”. Certain terms used in this Agreement are defined in Section 10.13(a).
COMPANY SUPPORT AGREEMENTCompany Support Agreement • November 16th, 2020 • Roth CH Acquisition I Co • Blank checks • New York
This COMPANY SUPPORT AGREEMENT, dated as of November 16, 2020 (this “Agreement”), by and among ROTH CH ACQUISITION I CO., a Delaware corporation (“ROCH”), PureCycle Technologies, LLC, a Delaware limited liability company (the “Company”), and each of the members of the Company whose names appear on the signature pages of this Agreement (each, a “Company Member” and, collectively, the “Company Members”).
FOUNDER SUPPORT AGREEMENTFounder Support Agreement • November 16th, 2020 • Roth CH Acquisition I Co • Blank checks • New York
This FOUNDER SUPPORT AGREEMENT, dated as of November 16, 2020 (this “Agreement”), by and among ROTH CH ACQUISITION I CO., a Delaware corporation (“ROCH”), ROTH CH ACQUISITION I CO. PARENT CORP., a Delaware corporation (“ParentCo”), PURECYCLE TECHNOLOGIES, LLC, a Delaware limited liability company (the “Company”), and each of the stockholders of ROCH whose names appear on the signature pages of this Agreement (each, a “Founder” and, collectively, the “Founders”).
