INDEMNITY AGREEMENTIndemnity Agreement • May 3rd, 2021 • Summit Healthcare Acquisition Corp. • Blank checks • New York
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [•], 2021, by and between Summit Healthcare Acquisition Corp., a Cayman Islands exempted company (the “Company”), and [•] (“Indemnitee”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • June 14th, 2021 • Summit Healthcare Acquisition Corp. • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of June 8, 2021 by and between Summit Healthcare Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Trustee”).
Summit Healthcare Acquisition Corp. PO Box 309, Ugland House Grand Cayman, Cayman Islands KY 1-1104Summit Healthcare Acquisition Corp. • May 3rd, 2021 • Blank checks • New York
This agreement (this “Agreement”) is entered into on December 31, 2020 by and between Summit Healthcare Acquisition Sponsor LLC, a Cayman Islands limited liability company (the “Subscriber” or “you”), and Summit Healthcare 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 • June 14th, 2021 • Summit Healthcare 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 June 8, 2021, is entered into by and between Summit Healthcare Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Summit Healthcare Acquisition Sponsor LLC, a Cayman Islands limited liability company (the “Purchaser”).
REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENTRegistration and Shareholder Rights Agreement • June 14th, 2021 • Summit Healthcare Acquisition Corp. • Blank checks • New York
THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of June 8, 2021, is made and entered into by and among Summit Healthcare Acquisition Corp., a Cayman Islands exempted company (the “Company”), Summit Healthcare Acquisition Sponsor LLC, a Cayman Islands 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”).
Summit Healthcare Acquisition Corp. Unit 1101, 11th Floor, 1 Lyndhurst TowerLetter Agreement • June 14th, 2021 • Summit Healthcare Acquisition Corp. • Blank checks • New York
WARRANT AGREEMENT SUMMIT HEALTHCARE ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated June 8, 2021Warrant Agreement • June 14th, 2021 • Summit Healthcare Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated June 8, 2021, is by and between Summit Healthcare 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 AGREEMENTTrust Agreement • May 3rd, 2021 • Summit Healthcare Acquisition Corp. • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of[•], 2021 by and between Summit Healthcare Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Trustee”).
SUMMIT HEALTHCARE ACQUISITION CORP. a Cayman Islands exempted company 20,000,000 Units UNDERWRITING AGREEMENT Dated: June 8, 2021Underwriting Agreement • June 14th, 2021 • Summit Healthcare Acquisition Corp. • Blank checks • New York
Summit Healthcare Acquisition Corp. (the “Company”), confirms its agreement with BofA Securities, Inc. (“BofA”) and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom BofA is acting as representative (in such capacity, the “Representative”), with respect to (i) the sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of units of the Company set forth in Schedule A hereto and (ii) the grant by the Company to the Underwriters, acting severally and not jointly, of the option described in Section 2(b) hereof to purchase all or any part of 3,000,000 additional Units. Each unit (“Unit(s)”) consists of one of the Class A ordinary share, par value $0.0001 per share (“Class A Ordinary Share(s)”) and one-half of one redeemable warrant of the Company, where each whole warrant ent
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • June 14th, 2021 • Summit Healthcare Acquisition Corp. • Blank checks • Hong Kong
This Forward Purchase Agreement (this “Agreement”) is entered into as of April 30, 2021 among Summit Healthcare Acquisition Corp., a Cayman Islands exempted company (the “Company”), Summit Healthcare Acquisition Sponsor LLC, a Cayman Islands limited liability company (the “Sponsor”) and the party listed as the purchaser on the signature page hereof (the “Purchaser”).
SUMMIT HEALTHCARE ACQUISITION CORP. Unit 1101, 11th Floor, 1 Lyndhurst TowerSummit Healthcare Acquisition Corp. • June 14th, 2021 • 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 Summit Healthcare 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”), Summit Healthcare Acquisition Sponsor LLC (the “Sponsor”) shall take steps directly or indirectly to make available to the Company certain office space, utilities, administrative services and remote support services as may be required by the Company from time to time, situated at Unit 1101, 11th Floor, 1 Lyndhurst Tower, 1 Lyndhurst Terrace, Central, Hong Kong (or any successor location). In exchange therefore, the Company shall pay the Sponsor a
SHAREHOLDER SUPPORT AGREEMENT AND DEEDShareholder Support Agreement and Deed • September 29th, 2022 • Summit Healthcare Acquisition Corp. • Blank checks • New York
This Shareholder Support Agreement and Deed (this “Agreement”) is made and entered into September 29, 2022, by and among (i) YishengBio Co., Ltd., a Cayman Islands exempted company (the “Company”), (ii) Summit Healthcare Acquisition Corp., a Cayman Islands exempted company (“SPAC”), (iii) Summit Healthcare Acquisition Sponsor LLC, a Cayman Islands limited liability company (“Sponsor”), (iv) certain Persons listed on Schedule A hereto (each, a “YSB Shareholder” and collectively, the “YSB Shareholders”), and (v) certain individuals listed on Schedule B hereto, each of whom is a member of the SPAC Board as of the date hereof (together with Sponsor, the “SPAC Shareholders” and each, a “SPAC Shareholder”). The YSB Shareholders and SPAC Shareholders are hereinafter collectively referred to herein as the “Shareholders” and each individually as a “Shareholder.” Capitalized terms used herein but not defined herein shall have the meaning ascribed to such terms in the Business Combination Agreeme
WARRANT ASSIGNMENT AGREEMENT Among Summit HEALTHCARE ACQUISITION CORP., Yishengbio co., ltd. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated September 29, 2022Warrant Assignment Agreement • September 29th, 2022 • Summit Healthcare Acquisition Corp. • Blank checks • New York
This Warrant Assignment Agreement (this “Agreement”), dated September 29, 2022, is made by and among Summit Healthcare Acquisition Corp., a Cayman Islands exempted company (“SPAC”), YishengBio Co., Ltd., 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”) and amends the Warrant Agreement (the “Existing Warrant Agreement”), dated June 8, 2021, by and between SPAC and the Warrant Agent. Capitalized terms used but not defined herein shall have the meaning ascribed to such terms in the Existing Warrant Agreement.
