REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 29th, 2021 • Science Strategic Acquisition Corp. Alpha • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 25, 2021, is made and entered into by and among Science Strategic Acquisition Corp. Alpha, a Delaware corporation (the “Company”), SSAC Alpha 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 5.2 of this Agreement, a “Holder” and collectively the “Holders”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • January 29th, 2021 • Science Strategic Acquisition Corp. Alpha • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of January 25, 2021 by and between Science Strategic Acquisition Corp. Alpha, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
27,000,000 Units Science Strategic Acquisition Corp. Alpha UNDERWRITING AGREEMENTUnderwriting Agreement • January 29th, 2021 • Science Strategic Acquisition Corp. Alpha • Blank checks • New York
WARRANT AGREEMENT between SCIENCE STRATEGIC ACQUISITION CORP. ALPHA and CONTINENTAL STOCK TRANSFER & TRUST COMPANYWarrant Agreement • January 29th, 2021 • Science Strategic Acquisition Corp. Alpha • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of January 25, 2021, is by and between Science Strategic Acquisition Corp. Alpha, 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”).
INDEMNITY AGREEMENTIndemnity Agreement • January 8th, 2021 • Science Strategic Acquisition Corp. Alpha • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [•], 2021 by and between Science Strategic Acquisition Corp. Alpha, a Delaware corporation (the “Company”), and [NAME OF D&O] (“Indemnitee”).
INDEMNITY AGREEMENTIndemnity Agreement • January 29th, 2021 • Science Strategic Acquisition Corp. Alpha • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [●], 2021 by and between Science Strategic Acquisition Corp. Alpha, a Delaware corporation (the “Company”), and [D&O] (“Indemnitee”).
Science Strategic Acquisition Corp. Alpha 1447 2nd Street Santa Monica, CA 90401 Re: Initial Public Offering Ladies and Gentlemen:Letter Agreement • January 29th, 2021 • Science Strategic Acquisition Corp. Alpha • 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 Science Strategic Acquisition Corp. Alpha, a Delaware corporation (the “Company”), and Credit Suisse Securities (USA) LLC (the “Underwriter”), relating to an underwritten initial public offering (the “Public Offering”) of 31,050,000 of the Company’s units (including up to 4,050,000 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 adjustment. The Units will be sold in the Public Offering pursuant to a registration statement on Form S-1 and prospectus (the “Prospectus”) filed by the Company
SPONSOR WARRANTS PURCHASE AGREEMENTSponsor Warrants Purchase Agreement • January 29th, 2021 • Science Strategic Acquisition Corp. Alpha • Blank checks • New York
THIS SPONSOR WARRANTS PURCHASE AGREEMENT, dated as of January 25, 2021 (this “Agreement”), is entered into by and between Science Strategic Acquisition Corp. Alpha, a Delaware corporation (the “Company”), and SSAC Alpha Sponsor, LLC, a Delaware limited liability company (the “Purchaser”).
Science Strategic Acquisition Corp. Alpha 1447 2nd Street Santa Monica, CA 90401 Re: Initial Public Offering Ladies and Gentlemen:Letter Agreement • January 8th, 2021 • Science Strategic Acquisition Corp. Alpha • 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 Science Strategic Acquisition Corp. Alpha, a Delaware corporation (the “Company”), and Credit Suisse Securities (USA) LLC (the “Underwriter”), relating to an underwritten initial public offering (the “Public Offering”) of [●] of the Company’s units (including up to [●] 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 adjustment. The Units will be sold in the Public Offering pursuant to a registration statement on Form S-1 and prospectus (the “Prospectus”) filed by the Company with the U.S
Science Strategic Acquisition Corp. Alpha 1447 2nd Street Santa Monica, CA 90401Science Strategic Acquisition Corp. Alpha • January 8th, 2021 • Blank checks • New York
Science Strategic Acquisition Corp. Alpha, a Delaware corporation (the “Company”), is pleased to accept the offer SSAC Alpha Sponsor, LLC, a Delaware limited liability company (the “Subscriber” or “you”), has made to purchase 6,468,750 of the Company’s Class B common stock (the “Shares”), $0.0001 par value per share (the “Class B Common Stock”), up to 843,750 Shares of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of the Company, do not fully exercise their over-allotment option (the “Over-allotment Option”). For the purposes of this Agreement, references to “Common Stock,” are to, collectively, the Class B Common Stock and the Company’s Class A common stock, $0.0001 par value per share (the “Class A Common Stock”). Pursuant to the Company’s certificate of incorporation, as amended to the date hereof (the “Charter”), shares of Class B Common Stock will convert into shares of Class A Common Stock on a one-for-one ba
Science Strategic Acquisition Corp. Alpha 1447 2nd Street Santa Monica, CA 90401Science Strategic Acquisition Corp. Alpha • January 29th, 2021 • Blank checks • New York
This letter agreement by and between Science Strategic Acquisition Corp. Alpha, a Delaware corporation (the “Company”) and Science Partners Management, LLC, a Delaware limited liability company (the “Services Provider”), dated as of the date hereof, will confirm our agreement that, commencing on the date that securities of the Company are first listed on the Nasdaq Capital Market (the “Listing Date”) 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 on Form S-1 (File No. 333-251987) filed with the Securities and Exchange Commission) (such earlier date hereinafter referred to as the “Termination Date”):
