WARRANT AGREEMENTWarrant Agreement • March 5th, 2021 • DHB Capital Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of March 1, 2021, is by and between DHB Capital Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”, and also referred to herein as the “Transfer Agent”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • March 5th, 2021 • DHB Capital Corp. • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of March 1, 2021, by and between DHB Capital Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
DHB Capital Corp. Glen Cove, NY 11542Securities Subscription Agreement • February 12th, 2021 • DHB Capital Corp. • Blank checks • New York
This agreement (the “Agreement”) is entered into on December 15, 2020 by and between DHB Capital LLC, a Delaware limited liability company (the “Subscriber” or “you”), and DHB Capital Corp., 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 7,187,500 shares of Class B common stock, $0.0001 par value per share (the “Shares”), up to 937,500 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 • March 5th, 2021 • DHB Capital Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 1, 2021, is made and entered into by and among DHB Capital Corp., a Delaware corporation (the “Company”), DHB Capital LLC, a Delaware limited liability company (the “Sponsor”) and the undersigned parties listed on the signature page hereto under “Holders” (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”).
March 1, 2021Underwriting Agreement • March 5th, 2021 • DHB Capital 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 between DHB Capital Corp., a Delaware corporation (the “Company”), and BofA Securities, Inc. and RBC Capital Markets, 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 up to 28,750,000 of the Company’s units (including up to 3,750,000 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 “Class A Common Stock”), and one-third 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 in the Prospe
INDEMNITY AGREEMENTIndemnification Agreement • February 23rd, 2021 • DHB Capital Corp. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [ ], 2021, by and DHB Capital Corp., a Delaware corporation (the “Company”), and [ ] (“Indemnitee”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • March 5th, 2021 • DHB Capital Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of March 1, 2021 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and between DHB Capital Corp., a Delaware corporation (the “Company”), and DHB Capital LLC, a Delaware limited liability company (the “Purchaser”).
25,000,000 Units DHB CAPITAL CORP. Units, each consisting of one share of Class A common stock, par value $0.0001 per share, and one-third of one redeemable warrant UNDERWRITING AGREEMENTUnderwriting Agreement • February 23rd, 2021 • DHB Capital Corp. • Blank checks • New York
AMENDMENT TO INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • December 9th, 2022 • DHB Capital Corp. • Blank checks • New York
THIS AMENDMENT TO INVESTMENT MANAGEMENT TRUST AGREEMENT (this “Amendment Agreement”), dated as of December 9, 2022, is made by and between DHB Capital Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
25,000,000 Units DHB CAPITAL CORP. Units, each consisting of one share of Class A common stock, par value $0.0001 per share, and one-third of one redeemable warrant UNDERWRITING AGREEMENT March 1, 2021Underwriting Agreement • March 5th, 2021 • DHB Capital Corp. • Blank checks • New York
DHB Capital Corp.Administrative Support Agreement • March 5th, 2021 • DHB Capital Corp. • Blank checks • New York
This letter agreement by and between DHB Capital Corp. (the “Company”) and DHB Capital LLC (“Provider”), 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”):
