INDEMNITY AGREEMENTIndemnity Agreement • April 15th, 2021 • GigInternational1, Inc. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of , 2021, by and between GigInternational1, Inc., a Delaware corporation (the “Company”), and _______________________ (“Indemnitee”).
GIGINTERNATIONAL1, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • May 3rd, 2021 • GigInternational1, Inc. • Blank checks • New York
GigInternational1, Inc., a Delaware corporation (the “Company”), hereby confirms its agreement with Oppenheimer & Co. Inc. (“Oppenheimer”) and William Blair & Company L.L.C. (together with Oppenheimer, the “Representatives”), as representatives of the several underwriters named on Schedule A hereto (the “Underwriters” or, each underwriter individually, an “Underwriter”), as follows:
GIGINTERNATIONAL1, INC. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY WARRANT AGREEMENTWarrant Agreement • May 10th, 2021 • GigInternational1, Inc. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of [ ], 2021, is by and between GigInternational1, Inc., a Delaware corporation (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”).
GigInternational1, Inc. Palo Alto, CA 94303GigInternational1, Inc. • April 15th, 2021 • Blank checks • New York
We are pleased to accept the offer GigInternational1 Sponsor, LLC, a Delaware limited liability company (the “Subscriber” or “you”), has made to purchase 5,735,000 shares (“Founder Shares”) of the common stock, $.0001 par value per share (“Common Stock”), of GigInternational1, Inc., a Delaware corporation (the “Company”), up to 750,000 Founder Shares of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of the Company pursuant to the registration statement on Form S-1 (the “Registration Statement”) do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Founder Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Founder Shares, are as follows:
UNIT PURCHASE AGREEMENTUnit Purchase Agreement • May 10th, 2021 • GigInternational1, Inc. • Blank checks • New York
This UNIT PURCHASE AGREEMENT (this “Agreement”) is made as of the [•] day of , 2021, by and among GigInternational1, Inc., a Delaware corporation (the “Company”), and GigInternational1 Sponsor, LLC (“Subscriber”).
GIGINTERNATIONAL1, INC. STRATEGIC SERVICES AGREEMENTStrategic Services Agreement • May 10th, 2021 • GigInternational1, Inc. • Blank checks • California
This, the “Strategic Services Agreement”, is made on this day of , 2021 (the “Effective Date”), by and between GigInternational1, Inc. whose current address is 1731 Embarcadero Road, Suite 200, Palo Alto, CA 94303 (the “Company”), and Walter Bradford Weightman, hereinafter referred to as the “Strategic Consultant”, which expression shall unless it be repugnant to the context or meaning thereof, deemed to mean and include his heirs, legal representatives, liquidators, executors, successors and assigns. The Company and Strategic Consultant are hereinafter referred to singly as a “Party” and together as the “Parties”.
GigInternational1, Inc. Palo Alto, CA 94303 Oppenheimer & Co. Inc. New York, New York 10004 William Blair & Company, L.L.C. Chicago, IL 60606 Re: Initial Public Offering Ladies and Gentlemen:Letter Agreement • May 10th, 2021 • GigInternational1, Inc. • Blank checks • New York
This letter agreement (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among GigInternational1, Inc., a Delaware corporation (the “Company”), and Oppenheimer & Co. Inc. and William Blair & Company, L.L.C., as representatives (the “Representatives”) of the several underwriters named therein (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of 20,000,000 units (the “Initial Units”) of the Company, and up to an additional 3,000,000 units (together with the Initial Units, the “Units”) in the event that the Underwriters’ 45-day over-allotment option is exercised in full or in part, each Unit consisting of one share of the Company’s common stock, par value $0.0001 per share (“Common Stock” and such shares included in the Units, the “Offering Shares”), and one-half of one redeemable warrant to purchase one share of Common Stock at a price of $11.50 per share,
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 10th, 2021 • GigInternational1, Inc. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the [DAY] day of [MONTH], 2021, by and among GigInternational1, Inc., a Delaware corporation (the “Company”), and the undersigned parties listed under Holders on the signature page hereto (each such party, and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2, a “Holder” and collectively, the “Holders”).
Re: Initial Public OfferingLetter Agreement • May 10th, 2021 • GigInternational1, Inc. • Blank checks • New York
This letter agreement (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among GigInternational1, Inc., a Delaware corporation (the “Company”), and Oppenheimer & Co. Inc. and William Blair & Company, L.L.C., as representatives (the “Representatives”) of the several underwriters named therein (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of 20,000,000 units (the “Initial Units”) of the Company, and up to an additional 3,000,000 units (together with the Initial Units, the “Units”) in the event that the Underwriters’ 45-day over-allotment option (“Over-Allotment Option”) is exercised in full or in part, each Unit consisting of one share of the Company’s common stock, par value $0.0001 per share (“Common Stock” and such shares included in the Units, the “Offering Shares”), and one-half of one redeemable warrant to purchase one share of Common Stock at a
INVESTMENT MANAGEMENT TRUST AGREEMENTTrust Agreement • May 10th, 2021 • GigInternational1, Inc. • Blank checks • New York
This Agreement is made as of [ ], 2021 by and between GigInternational1, Inc. (the “Company”), having its principal office located at 1731 Embarcadero Rd., Suite 200, Palo Alto, CA 94303 and Continental Stock Transfer & Trust Company (the “Trustee”) located at 1 State Street, 30th Floor, New York, New York 10004.
GigInternational1, Inc.GigInternational1, Inc. • April 15th, 2021 • Blank checks • New York
This letter will confirm our agreement that, commencing on the date the securities of GigInternational1, Inc. (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 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”), GigManagement, LLC (“GigManagement”) shall make available to the Company, at 1731 Embarcadero Road, Suite 200, Palo Alto, CA 94303 (or any successor location), certain office space, utilities, and general office, receptionist and secretarial support and other administrative services as may be reasonably required by the Company. In exchange therefor, the Company shall pay GigManagement the sum of $
GIGINTERNATIONAL1, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • May 10th, 2021 • GigInternational1, Inc. • Blank checks • New York
GigInternational1, Inc., a Delaware corporation (the “Company”), hereby confirms its agreement with Oppenheimer & Co. Inc. (“Oppenheimer”) and William Blair & Company L.L.C. (together with Oppenheimer, the “Representatives”), as representatives of the several underwriters named on Schedule A hereto (the “Underwriters” or, each underwriter individually, an “Underwriter”), as follows:
AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • August 19th, 2022 • GigInternational1, Inc. • Blank checks • New York
This Amendment No. 1 (this “Amendment”), dated as of August 19, 2022, to the Investment Management Trust Agreement (as defined below) is made by and between GigInternational1, Inc., a Delaware corporation. (the “Company”) having its principal office located at 1731 Embarcadero Rd., Suite 200, Palo Alto, CA 94303, and Continental Stock Transfer & Trust Company, as trustee (“Trustee”). All terms used but not defined herein shall have the meanings assigned to them in the Trust Agreement.
AMENDMENT TO UNIT PURCHASE AGREEMENTUnit Purchase Agreement • June 2nd, 2021 • GigInternational1, Inc. • Blank checks
This AMENDMENT TO UNIT PURCHASE AGREEMENT (this “Amendment”) is made as of the 28th day of May, 2021, by and among GigInternational1, Inc., a Delaware corporation (the “Company”), Oppenheimer & Co. Inc. (“Oppenheimer”) and William Blair & Company, L.L.C. (“William Blair”) (William Blair and Oppenheimer each being a “Subscriber,” and together the “Subscribers”).
GIGINTERNATIONAL1, INC. AMENDMENT TO UNDERWRITING AGREEMENTUnderwriting Agreement • June 2nd, 2021 • GigInternational1, Inc. • Blank checks
This AMENDMENT TO UNDERWRITING AGREEMENT (this “Amendment”) dated as of May 28, 2021 is entered into by and between GigInternational1, Inc. (the “Company”) and Oppenheimer & Co. Inc. and William Blair & Company, L.L.C., as representatives for the underwriters (the “Representatives”). Capitalized terms, unless otherwise defined, shall have the meaning provided for such terms in the Underwriting Agreement (as defined below).
