REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 15th, 2020 • Senior Connect Acquisition Corp. I • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 10, 2020, is made and entered into by and among Senior Connect Acquisition Corp. I, a Delaware corporation (the “Company”) and Health Connect Acquisitions Holdings 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”).
Senior Connect Acquisition Corp. I 36,000,000 Units UNDERWRITING AGREEMENTUnderwriting Agreement • December 15th, 2020 • Senior Connect Acquisition Corp. I • Blank checks • New York
Senior Connect Acquisition Corp. I, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule I hereto (the “Underwriters”), for whom Citigroup Global Markets Inc. is acting as Representative (the “Representative”), an aggregate of 36,000,000 units of the Company (the “Underwritten Securities”) (the “Offering”). The Company also proposes to grant to the Underwriters an option to purchase up to 5,400,000 additional units to cover over-allotments (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed in Schedule I other than you, the term Representative as used herein shall mean you, as Underwriter, and the term Underwriter shall mean either the singular or plural as the context requires. Certain capitalized terms used in this Agreement and not otherwise defined are defined in Section 22 hereof.
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • December 15th, 2020 • Senior Connect Acquisition Corp. I • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of December 10, 2020 by and between Senior Connect Acquisition Corp. I, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Trustee”).
Health Connect Acquisitions Corp. ISecurities Subscription Agreement • November 24th, 2020 • Senior Connect Acquisition Corp. I • Blank checks • New York
This agreement (the “Agreement”) is entered into on August 27, 2020 by and between Health Connect Acquisitions Holdings LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Health Connect Acquisitions Corp. I, 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:
INDEMNITY AGREEMENTIndemnity Agreement • November 24th, 2020 • Senior Connect Acquisition Corp. I • Blank checks • Delaware
This INDEMNITY AGREEMENT (this “Agreement”) is made as of ___________, 2020, by and between Senior Connect Acquisition Corp. I, a Delaware corporation (the “Company”), and ___________ (“Indemnitee”).
Senior Connect Acquisition Corp. I Scottsdale, AZ 85251Underwriting Agreement • December 15th, 2020 • Senior Connect Acquisition Corp. I • 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 Senior Connect Acquisition Corp. I, a Delaware corporation (the “Company”), and Citigroup Global Markets Inc., 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 41,400,000 of the Company’s units (including up to 5,400,000 units that may be purchased by the Underwriters 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 “Class A Common Stock”), and one-half of one redeemable warrant. Each whole warrant (each, a “Warrant”) entitles the holder thereof to purchase one share of Class A Common Stock at a price of $11.50 per share, subject to adjustment as described i
WARRANT AGREEMENT SENIOR CONNECT ACQUISITION CORP. I and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated [ ], 2020Warrant Agreement • November 24th, 2020 • Senior Connect Acquisition Corp. I • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated [ ], 2020, is by and between Senior Connect Acquisition Corp. I, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (in such capacity, the “Warrant Agent”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • December 15th, 2020 • Senior Connect Acquisition Corp. I • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of December 10, 2020 (as it may from time to time be amended, this “Agreement”), is entered into by and among Senior Connect Acquisition Corp. I, a Delaware corporation (the “Company”), and Health Connect Acquisitions Holdings LLC, a Delaware limited liability company (the “Purchaser”).
WARRANT AGREEMENT SENIOR CONNECT ACQUISITION CORP. I and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated December 10, 2020Warrant Agreement • December 15th, 2020 • Senior Connect Acquisition Corp. I • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated December 10, 2020, is by and between Senior Connect Acquisition Corp. I, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (in such capacity, the “Warrant Agent”).
SENIOR CONNECT ACQUISITION CORP. IAdministrative Services Agreement • December 15th, 2020 • Senior Connect Acquisition Corp. I • Blank checks • New York
This letter agreement (this “Agreement”) by and between Senior Connect Acquisition Corp. I (the “Company”) and Health Connect Acquisitions Holdings LLC (the “Sponsor”), 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”):
SENIOR CONNECT ACQUISITION CORP. IAdministrative Services Agreement • November 24th, 2020 • Senior Connect Acquisition Corp. I • Blank checks • New York
This letter agreement (this “Agreement”) by and between Senior Connect Acquisition Corp. I (the “Company”) and Health Connect Acquisitions Holdings LLC (the “Sponsor”), 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”):
JOINDER AGREEMENT December 27, 2021Joinder Agreement • January 3rd, 2022 • Senior Connect Acquisition Corp. I • Blank checks
By executing this joinder, the undersigned hereby agrees, as of the date first set forth above, that the undersigned (i) shall become a party to that certain Letter Agreement, dated December 10, 2020 (as may be amended or restated from time to time, the “Letter Agreement”), by and among Senior Connect Acquisition Corp. I (the “Company”), Health Connect Acquisitions Holdings LLC (the “Sponsor”), and the executive officers and directors of the Company, solely with respect to paragraphs 1, 2, 6, 7(a), 7(c), 8, 9 and 10 of the Letter Agreement, and shall be bound by, and entitled to the rights provided under, the terms and provisions of such sections of the Letter Agreement as an Insider (as defined therein).
