INDEMNITY AGREEMENTIndemnification Agreement • March 10th, 2021 • Cain Acquisition Corp • Blank checks • New York
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [ ● ], 2021, by and between Cain Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and [ ● ] (“Indemnitee”).
25,000,000 Units Cain Acquisition Corporation UNDERWRITING AGREEMENTUnderwriting Agreement • March 22nd, 2021 • Cain Acquisition Corp • Blank checks • New York
WARRANT AGREEMENT CAIN ACQUISITION CORPORATION and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC Dated [ ● ], 2021Warrant Agreement • March 10th, 2021 • Cain Acquisition Corp • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated [ ● ], 2021, is by and between Cain Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company, as warrant agent (in such capacity, the “Warrant Agent”).
REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENTRegistration and Shareholder Rights Agreement • March 10th, 2021 • Cain Acquisition Corp • Blank checks • New York
THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of [ ● ], 2021, is made and entered into by and among Cain Acquisition Corporation, a Cayman Islands exempted company (the “Company”), CI 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 (each such party, together with the Sponsor and, a “Holder” and collectively the “Holders”).
Cain Acquisition Corporation 350 Park Avenue, 14th Floor New York, NY 10022Underwriting Agreement • March 10th, 2021 • Cain 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 Cain Acquisition Corporation, a Cayman Islands exempted company (the “Company”), Credit Suisse Securities (USA) LLC, as representative (the “Representative”) of the several underwriters (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 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-third 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 purs
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • March 10th, 2021 • Cain 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 Cain Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and CI Sponsor LLC, a Delaware limited liability company (the “Purchaser”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • March 10th, 2021 • Cain Acquisition Corp • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of [ ● ], 2021 by and between Cain Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the “Trustee”).
Rhapsody Acquisition CorporationSecurities Subscription Agreement • March 10th, 2021 • Cain Acquisition Corp • Blank checks • Delaware
This agreement (this “Agreement”) is entered into on December 30, 2020 by and between CI Sponsor LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Rhapsody Acquisition Corporation, a Cayman Islands exempted company (the “Company”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 7,187,500 Class B ordinary shares, $0.0001 par value per share (the “Shares”), up to 937,500 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:
Cain Acquisition Corporation 350 Park Avenue New York, NY 10022Administrative Services Agreement • March 10th, 2021 • Cain Acquisition Corp • Blank checks • New York
