REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 1st, 2020 • Burgundy Technology Acquisition Corp • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 26, 2020, is made and entered into by and among Burgundy Technology Acquisition Corporation, a Cayman Islands exempted company (the “Company”), Burgundy Technology Sponsor LLC, a Jersey limited company (the “Sponsor”), and the undersigned parties listed on the signature page hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively the “Holders”).
Burgundy Technology Acquisition Corporation 30,000,000 Units UNDERWRITING AGREEMENTUnderwriting Agreement • September 1st, 2020 • Burgundy Technology Acquisition Corp • Blank checks • New York
Burgundy Technology Acquisition Corporation, a Cayman Islands exempted company (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for which you are acting as Representative (the “Representative”), an aggregate of 30,000,000 units (the “Units”) of the Company (said Units to be issued and sold by the Company being hereinafter called the “Underwritten Securities”) (the “Offering”). The Company also proposes to grant to the Underwriters an option to purchase up to 4,500,000 additional Units (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”) to cover over-allotments. To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as Underwriters, and the term Underwriter shall mean either the singular or plural as the context requires. Certain capitalized terms
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • August 12th, 2020 • Burgundy Technology Acquisition Corp • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of [________], 2020, by and between Burgundy Technology Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
WARRANT AGREEMENTWarrant Agreement • September 1st, 2020 • Burgundy Technology Acquisition Corp • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of August 26, 2020, is by and between Burgundy Technology Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
FORM OF INDEMNITY AGREEMENTIndemnification & Liability • August 12th, 2020 • Burgundy Technology Acquisition Corp • Blank checks • New York
NOW, THEREFORE, in consideration of the premises and the covenants contained herein, the Company and Indemnitee do hereby covenant and agree as follows:
Burgundy Technology Acquisition Corporation PO Box 1093, Boundary Hall, Cricket Square Grand Cayman KY1-1102 Cayman Islands Re: Initial Public Offering Ladies and Gentlemen:Underwriting Agreement • August 25th, 2020 • Burgundy Technology Acquisition 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 Burgundy Technology Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and Mizuho Securities USA LLC, as representative (the “Representative”) of the several underwriters (each. an “Underwriter” and collectively, the “Underwriters”) relating to an underwritten initial public offering (the “Public Offering”), of up to 34,500,000 of the Company’s units (including up to 4,500,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half of one warrant. Each whole warrant (each, a “Warrant”) entitles the holder thereof to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment. The Units shall be sold in the Public Offering
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • September 1st, 2020 • Burgundy Technology Acquisition Corp • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of August 26, 2020, by and between Burgundy Technology Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
Burgundy Technology Acquisition Corporation PO Box 1093, Boundary Hall, Cricket Square Grand Cayman KY1-1102 Cayman Islands Re: Initial Public Offering Ladies and Gentlemen:Underwriting Agreement • September 1st, 2020 • Burgundy Technology Acquisition 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 Burgundy Technology Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and Mizuho Securities USA LLC, as representative (the “Representative”) of the several underwriters (each. an “Underwriter” and collectively, the “Underwriters”) relating to an underwritten initial public offering (the “Public Offering”), of up to 34,500,000 of the Company’s units (including up to 4,500,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half of one warrant. Each whole warrant (each, a “Warrant”) entitles the holder thereof to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment. The Units shall be sold in the Public Offering
PRIVATE PLACEMENT UNITS PURCHASE AGREEMENTPrivate Placement Units Purchase Agreement • September 1st, 2020 • Burgundy Technology Acquisition Corp • Blank checks • New York
THIS PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT, dated as of August 26, 2020 (as it may from time to time be amended, this “Agreement”), is entered into by and between Burgundy Technology Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and Burgundy Technology Sponsor Limited, a Jersey limited company (the “Purchaser”).
Burgundy Technology Acquisition Corporation Ugland House Grand Cayman, KY1-1104 Cayman IslandsSecurities Subscription Agreement • June 29th, 2020 • Burgundy Technology Acquisition Corp • New York
Burgundy Technology Acquisition Corporation, a Cayman Islands exempted company (the “Company”), is pleased to accept the offer Burgundy Technology Sponsor Limited, a Jersey limited company (the “Subscriber” or “you”), has made to subscribe for 11,500,000 Class B ordinary shares of the Company (the “Shares”), $0.0001 par value per share (the “Class B Shares”), up to 1,500,000 of which are subject to complete or partial forfeiture by you if the underwriter of the Company’s initial public offering (“IPO”) of units (“Units”) do not fully exercise their over-allotment option (the “Over-allotment Option”). For the purposes of this Agreement, references to “Ordinary Shares” are to, collectively, the Class B Shares and the Company’s Class A ordinary shares, $0.0001 par value per share (the “Class A Shares”). Pursuant to the Company’s memorandum and articles of association, as amended to the date hereof (the “Articles”), Class B Shares will convert into Class A shares on a one-for-one basis, su
This Licence to Use Office Space (this “Agreement”) is made on [ ] August 2020. Between: Whereas: Now it is agreed as follows:Licence to Use Office Space • August 12th, 2020 • Burgundy Technology Acquisition Corp • Blank checks
