Carney Technology Acquisition Corp. II Suite 400 Burlingame, CA 94010Securities Subscription Agreement • October 9th, 2020 • Carney Technology Acquisition Corp. II • Blank checks • New York
This agreement (the “Agreement”) is entered into on August 31, 2020 by and between Carney Technology Sponsor II LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Carney Technology Acquisition Corp. II, a Delaware corporation (the “Company”, “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 10,062,500 shares of Class B common stock, $0.0001 par value per share (the “Shares”), up to 1,312,500 of which are subject to forfeiture by you if the underwriters of the initial public offering (“IPO”) of units (“Units”) of the Company, do not fully exercise their over-allotment option (the “Over-allotment Option”). The Company and the Subscriber’s agreements regarding such Shares are as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 15th, 2020 • Carney Technology Acquisition Corp. II • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 9, 2020, is made and entered into by and among Carney Technology Acquisition Corp. II, a Delaware corporation (the “Company”) and Carney Technology Sponsor II LLC, a Delaware limited liability company (the “Sponsor,” together with 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”).
December 9, 2020Underwriting Agreement • December 15th, 2020 • Carney Technology Acquisition Corp. II • Blank checks
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Carney Technology Acquisition Corp. II ., a Delaware corporation (the “Company”), and Morgan Stanley & Co. LLC, Cantor Fitzgerald & Co. and Mizuho Securities USA LLC, 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 40,250,000 of the Company’s units (including up to 5,250,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one share of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”), and one-third of one redeemable warrant. Each whole warrant (each, a “Warrant”) entitles the holder thereof to purchase one share of Common Stock at a price of $11.50 per share, subject to adjustme
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • December 15th, 2020 • Carney Technology Acquisition Corp. II • Blank checks • New York
INDEMNITY AGREEMENTIndemnification Agreement • October 20th, 2020 • Carney Technology Acquisition Corp. II • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of July 30, 2020, by and between Carney Technology Acquisition Corp. II, a Delaware corporation (the “Company”), and ________________ (“Indemnitee”).
WARRANT AGREEMENTWarrant Agreement • December 15th, 2020 • Carney Technology Acquisition Corp. II • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of December 9, 2020, is by and between Carney Technology Acquisition Corp. II, a Delaware corporation (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”).
UNIT SUBSCRIPTION AGREEMENTUnit Subscription Agreement • December 15th, 2020 • Carney Technology Acquisition Corp. II • Blank checks • New York
This UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of the 9th day of December, 2020, by and between Carney Technology Acquisition Corp. II, a Delaware corporation (the “Company”), having its principal place of business at 533 Airport Blvd, Suite 400, Burlingame, CA 94010, and Carney Technology Sponsor II LLC, a Delaware limited liability company (the “Subscriber”), having its principal place of business at 533 Airport Blvd, Suite 400, Burlingame, CA 94010.
35,000,000 Units Carney Technology Acquisition Corp. II Units, each consisting of one share of Class A common stock, $0.0001 par value, and one-third of one warrant UNDERWRITING AGREEMENTUnderwriting Agreement • December 15th, 2020 • Carney Technology Acquisition Corp. II • Blank checks • New York
Carney Technology Acquisition Corp. IIAdministrative Support Agreement • December 15th, 2020 • Carney Technology Acquisition Corp. II • Blank checks • New York
This letter agreement by and between Carney Technology Acquisition Corp. II (the “Company”) and First In Line Enterprises, Inc. (“First In Line”), dated as of the date hereof, will confirm our agreement that, commencing on the date the securities of the Company are first listed on The Nasdaq Capital Market (the “Listing Date”), pursuant to a Registration Statement on Form S-1 and prospectus filed with the U.S. Securities and Exchange Commission (the “Registration Statement”) and continuing until the earlier of the consummation by the Company of an initial business combination or the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”):
