Apex Technology Acquisition Corporation II Suite 400 Burlingame, CA 94010Apex Technology Acquisition Corp. II • March 12th, 2021 • Blank checks • New York
This agreement (the “Agreement”) is entered into on January 28, 2021 by and between Apex Technology Sponsor II LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Apex Technology Acquisition Corporation II, 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 10,062,500 shares of Class B common stock, $0.0001 par value per share (the “Shares”), up to 1,312,500 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:
INDEMNITY AGREEMENTIndemnity Agreement • July 13th, 2021 • Apex Technology Acquisition Corp. II • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [___], 2021, by and between Apex Technology Acquisition Corporation II, a Delaware corporation (the “Company”), and ________________ (“Indemnitee”).
Apex Technology Acquisition Corporation II Burlingame, CA 94010Letter Agreement • July 13th, 2021 • Apex Technology Acquisition Corp. II • Blank checks
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Apex Technology Acquisition Corporation II, a Delaware corporation (the “Company”), and Goldman Sachs & Co. LLC, Cantor Fitzgerald & Co., Mizuho Securities USA LLC, and SoFi Securities, 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 34,500,000 of the Company’s units (including up to 4,500,000 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-fourth 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 s
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 13th, 2021 • Apex Technology Acquisition Corp. II • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of _____, 2021, is made and entered into by and among Apex Technology Acquisition Corporation II, a Delaware corporation (the “Company”) and Apex Technology Sponsor II LLC, a Delaware limited liability company (the “Sponsor,” together with 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”).
WARRANT AGREEMENTWarrant Agreement • July 7th, 2021 • Apex Technology Acquisition Corp. II • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of [___], 2021, is by and between Apex Technology Acquisition Corporation II, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • July 13th, 2021 • Apex Technology Acquisition Corp. II • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of _____, 2021, by and between Apex Technology Acquisition Corporation II, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
UNIT SUBSCRIPTION AGREEMENTUnit Subscription Agreement • July 13th, 2021 • Apex Technology Acquisition Corp. II • Blank checks • New York
This UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of the ___ day of ___, 2021, by and between Apex Technology Acquisition Corporation II, a Delaware corporation (the “Company”), having its principal place of business at 533 Airport Blvd, Suite 400, Burlingame, CA 94010, and Apex Technology Sponsor II LLC, a Delaware limited liability company (the “Subscriber”), having its principal place of business at 533 Airport Blvd, Suite 400, Burlingame, CA 94010.
Underwriting AgreementUnderwriting Agreement • July 13th, 2021 • Apex Technology Acquisition Corp. II • Blank checks • New York
Apex Technology Acquisition Corporation II, a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (collectively, the “Underwriters”) an aggregate of 30,000,000 units (the “Firm Units”) of the Company and, at the election of the Underwriters, up to 4,500,000 additional units, if any (the “Optional Units,” the Optional Units, together with the Firm Units, that the Underwriters elect to purchase pursuant to Section 2 hereof being collectively called the “Units”).
Apex Technology Acquisition Corporation IIApex Technology Acquisition Corp. II • July 13th, 2021 • Blank checks • New York
This letter agreement by and between Apex Technology Acquisition Corporation II (the “Company”) and First In Line Enterprises, Inc. (“First In Line”), 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”):
