INDEMNITY AGREEMENTIndemnification Agreement • December 22nd, 2020 • Authentic Equity Acquisition Corp. • Blank checks • New York
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [●], 2021, by and between Authentic Equity Acquisition Corp., a Cayman Islands exempted company (the “Company”), and [●] (the “Indemnitee”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • January 21st, 2021 • Authentic Equity Acquisition Corp. • Blank checks • New York
Pursuant to Section 1(k) of the Investment Management Trust Agreement between Authentic Equity Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of January 20, 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company’s shareholders $ of the principal and interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement.
Authentic Equity Acquisition Corp. Rye, New York 10580 September 30, 2020Securities Subscription Agreement • December 22nd, 2020 • Authentic Equity Acquisition Corp. • Blank checks • New York
This agreement (this “Agreement”) is entered into on September 30, 2020 by and between Authentic Equity Sponsor LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Authentic Equity Acquisition Corp., a Cayman Islands exempted company (the “Company”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 5,750,000 Class B ordinary shares, $0.0001 par value per share (the “Shares”), up to 750,000 of which are subject to surrender and cancellation 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:
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • December 22nd, 2020 • Authentic Equity Acquisition Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of [●], 2021, is entered into by and between Authentic Equity Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Authentic Equity Sponsor LLC, a Delaware limited liability company (the “Purchaser”).
REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENTRegistration and Shareholder Rights Agreement • January 21st, 2021 • Authentic Equity Acquisition Corp. • Blank checks • New York
THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of January 20, 2021, is made and entered into by and among Authentic Equity Acquisition Corp., a Cayman Islands exempted company (the “Company”), Authentic Equity Sponsor LLC, a Delaware limited liability company (the “Sponsor”) and the undersigned parties listed under Holder 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 6.2 of this Agreement, a “Holder” and collectively the “Holders”).
Authentic Equity Acquisition Corp. Rye, NY 10580 Re: Initial Public Offering Ladies and Gentlemen:Underwriting Agreement • January 21st, 2021 • Authentic Equity Acquisition Corp. • Blank checks • New York
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Authentic Equity Acquisition Corp., a Cayman Islands exempted company (the “Company”), Jefferies LLC and BMO Capital Markets Corp., as representatives (the “Representatives”) of the several underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”) of 23,000,000 of the Company’s units (including 3,000,000 units that may be purchased pursuant to the Underwriters’ option to purchase additional units, the “Units”), each comprising of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half of one redeemable warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder thereof to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment. The Units will be sold in the Public Offering
WARRANT AGREEMENT AUTHENTIC EQUITY ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated January 20, 2021Warrant Agreement • January 21st, 2021 • Authentic Equity Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated January 20, 2021, is by and between Authentic Equity Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • December 22nd, 2020 • Authentic Equity Acquisition Corp. • Blank checks • New York
Pursuant to Section 1(k) of the Investment Management Trust Agreement between Authentic Equity Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [●], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company’s shareholders $ of the principal and interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement.
20,000,000 Units Authentic Equity Acquisition Corp. UNDERWRITING AGREEMENTUnderwriting Agreement • January 8th, 2021 • Authentic Equity Acquisition Corp. • Blank checks • New York
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • January 21st, 2021 • Authentic Equity Acquisition Corp. • Blank checks • New York
The Regulations contained or incorporated in Table ‘A’ in the First Schedule of the Companies Act shall not apply to Authentic Equity Acquisition Corp. (the “Company”) and the following Articles shall comprise the Articles of Association of the Company.
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • January 21st, 2021 • Authentic Equity Acquisition Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of January 14, 2021, is entered into by and between Authentic Equity Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Authentic Equity Sponsor LLC, a Delaware limited liability company (the “Purchaser”).
FORFEITURE AGREEMENTForfeiture Agreement • January 21st, 2021 • Authentic Equity Acquisition Corp. • Blank checks • New York
This FORFEITURE AGREEMENT (this “Agreement”), dated as of January 14, 2021, is made by and between Authentic Equity Sponsor LLC, a Delaware limited liability company (the “Sponsor”), and Authentic Equity Acquisition Corp., a Cayman Islands exempted company (the “Company”). The Sponsor and the Company are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
Authentic Equity Acquisition Corp. 32 Elm Place, 2nd Floor Rye, NY 10580Insider Agreement • January 7th, 2022 • Authentic Equity Acquisition Corp. • Blank checks • New York
This letter (this “Letter Agreement”) is being delivered to you in connection with the appointment of the undersigned, Robert Ernst (the “Insider”), as a director of Authentic Equity Acquisition Corp., a Cayman Islands exempted company (the “Company”). The Insider acknowledges that the Company has consummated its initial public offering on January 20, 2021 (the “Public Offering”) of 23,000,000 units (including 3,000,000 units purchased pursuant to the Underwriters’ option to purchase additional units, the “Units”), each comprised of one Class A ordinary share, par value $0.0001 per share (the “Ordinary Shares”), of the Company and one-half of one redeemable warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder thereof to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment. Certain capitalized terms used herein are defined in paragraph 1 hereof.
20,000,000 Units Authentic Equity Acquisition Corp. UNDERWRITING AGREEMENTUnderwriting Agreement • January 21st, 2021 • Authentic Equity Acquisition Corp. • Blank checks • New York
Introductory. Authentic Equity Acquisition Corp., a Cayman Islands exempted company (the “Company”), proposes, upon the terms and subject to the conditions set forth in this agreement (this “Agreement”), to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of 20,000,000 units of the Company (the “Units”). The 20,000,000 Units to be sold by the Company are called the “Firm Securities.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional 3,000,000 Units as provided in Section 2. The additional 3,000,000 Units to be sold by the Company pursuant to such option are collectively called the “Optional Securities.” The Firm Securities and, if and to the extent such option is exercised, the Optional Securities are collectively called the “Offered Securities.” Jefferies LLC and BMO Capital Markets Corp. have agreed to act as Representatives of the several Underwriters (together in such capacity, the “Rep
AUTHENTIC EQUITY ACQUISITION CORP.Office Space and Administrative Services Agreement • December 22nd, 2020 • Authentic Equity Acquisition Corp. • Blank checks
This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for the initial public offering (the “IPO”) of the securities of Authentic Equity Acquisition Corp. (the “Company”) and continuing until the earlier of (i) the consummation by the Company of an initial business combination and (ii) the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), Authentic Equity Sponsor LLC (the “Sponsor”) shall take steps directly or indirectly to make available to the Company certain office space, secretarial and administrative services as may be required by the Company from time to time, situated at 32 Elm Place, 2nd Floor, Rye, NY 10580 (or any successor location). In exchange therefor, the Company shall pay an affiliate of the Sponsor a sum of $10,000 per month on the Effective Date and continuing mo
AUTHENTIC EQUITY ACQUISITION CORP.Office Space and Administrative Services Agreement • January 21st, 2021 • Authentic Equity Acquisition Corp. • Blank checks • New York
This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for the initial public offering (the “IPO”) of the securities of Authentic Equity Acquisition Corp. (the “Company”) and continuing until the earlier of (i) the consummation by the Company of an initial business combination and (ii) the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), Authentic Equity Sponsor LLC (the “Sponsor”) shall take steps directly or indirectly to make available to the Company certain office space, secretarial and administrative services as may be required by the Company from time to time, situated at 32 Elm Place, 2nd Floor, Rye, NY 10580 (or any successor location). In exchange therefor, the Company shall pay an affiliate of the Sponsor a sum of $10,000 per month on the Effective Date and continuing mo
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • December 22nd, 2020 • Authentic Equity Acquisition Corp. • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of December [●], 2020, by and among Authentic Equity Acquisition Corp., a Cayman Islands exempted company (the “Company”), and the party listed as the purchaser on the signature page hereof (the “Purchaser”).
