20,000,000 Units Moose Pond Acquisition Corp, NCV I UNDERWRITING AGREEMENTUnderwriting Agreement • April 7th, 2021 • Moose Pond Acquisition Corp, NCV I • Blank checks • New York
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • April 7th, 2021 • Moose Pond Acquisition Corp, NCV I • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [__], 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between Moose Pond Acquisition Corp, NCV I, a Cayman Islands exempted company (the “Company”), and Moose Pond NCV I Sponsor LLC, a Cayman Islands limited liability company (the “Purchaser”).
WARRANT AGREEMENT between MOOSE POND ACQUISITION CORP, NCV I and CONTINENTAL STOCK TRANSFER & TRUST COMPANY WARRANT AGREEMENT Dated as of [●], 2021Warrant Agreement • April 7th, 2021 • Moose Pond Acquisition Corp, NCV I • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of [●], 2021, is by and between Moose Pond Acquisition Corp, NCV I, a Cayman Islands exempted company (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”).
FORM OF IndemniTY AgreementIndemnity Agreement • April 7th, 2021 • Moose Pond Acquisition Corp, NCV I • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [●], 2021, by and between Moose Pond Acquisition Corp, NCV I, a Cayman Islands exempted company (the “Company”), and [●] (“Indemnitee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 7th, 2021 • Moose Pond Acquisition Corp, NCV I • Blank checks • Texas
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of _____, 2021 is made and entered into by and among Moose Pond Acquisition Corp, NCV I, a Cayman Islands exempted company (the “Company”), Moose Pond NCV I Sponsor LLC, a Cayman Islands limited liability company (the “Sponsor”), and the undersigned parties listed under “Holders” on the signature pages hereto (each such party, if any, 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”).
Moose Pond Acquisition Corp, NCV I 1204 Nueces St., Austin, TX 78701 Re: Initial Public Offering Ladies and Gentlemen:Letter Agreement • April 7th, 2021 • Moose Pond Acquisition Corp, NCV I • 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 between Moose Pond Acquisition Corp, NCV I, a Cayman Islands exempted company (the “Company”), and Credit Suisse Securities (USA) LLC (the “Underwriter”), relating to an underwritten initial public offering (the “Public Offering”) of up to 23,000,000 of the Company’s units (including up to 3,000,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one Class A ordinary share of the Company, par value $0.0001 per share (the “Class A ordinary shares”), and one-third of one warrant (each, a “Warrant”). Each Warrant entitles the holder thereof to purchase one Class A ordinary share at a price of $11.50 per share, subject to adjustment. The Units shall be sold in the Public Offering pursuant to a registration statement on Form S-1 and prospectus (the “Prospectus”) filed by the Compa
Moose Pond Acquisition Corp, NCV ISecurities Subscription Agreement • March 5th, 2021 • Moose Pond Acquisition Corp, NCV I • Texas
This agreement (this “Agreement”) is entered into on February 5, 2021 by and between Moose Pond NCV I Sponsor LLC, a Cayman Islands limited liability company (the “Subscriber” or “you”), and Moose Pond Acquisition Corp, NCV I, a Cayman Islands exempted company (the “Company”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to subscribe for and 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 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’s and the Subscriber’s agreements regarding such Shares are as follows:
Moose Pond Acquisition Corp, NCV ILetter Agreement • April 7th, 2021 • Moose Pond Acquisition Corp, NCV I • Blank checks • Texas
form of INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • April 7th, 2021 • Moose Pond Acquisition Corp, NCV I • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made as of [•], 2021 by and between Moose Pond Acquisition Corp, NCV I, a Cayman Islands exempted company (the “Company”) and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
