10,000,000 Units Blockchain Moon Acquisition Corp. UNDERWRITING AGREEMENTUnderwriting Agreement • October 22nd, 2021 • Blockchain Moon Acquisition Corp. • Blank checks • New York
The undersigned, Blockchain Moon Acquisition Corp., a Delaware corporation (“Company”), hereby confirms its agreement with Chardan Capital Markets, LLC (hereinafter referred to as “you”, “Chardan”, or as the “Representative”) and with the other underwriters named on Schedule A hereto for which you are acting as representative (the Representative and the other Underwriters being collectively referred to herein as the “Underwriters” or, individually, an “Underwriter”), as follows:
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • October 22nd, 2021 • Blockchain Moon Acquisition Corp. • Blank checks • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 22nd, 2021 • Blockchain Moon Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 18, 2021, is made and entered into by and between Blockchain Moon Acquisition Corp., a Delaware corporation (the “Company”) and Jupiter Sponsor LLC, a Delaware limited liability company (the “Sponsor” and together with any other parties listed on the signature pages hereto and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, being referred to herein as a “Holder” and collectively as the “Holders”).
FORM OF INDEMNITY AGREEMENTForm of Indemnity Agreement • October 22nd, 2021 • Blockchain Moon Acquisition Corp. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of October 18, 2021, by and between Blockchain Moon Acquisition Corp., a Delaware corporation (the “Company”), and the undersigned indemnitee (“Indemnitee”).
UNIT SUBSCRIPTION AGREEMENTUnit Subscription Agreement • October 22nd, 2021 • Blockchain Moon Acquisition Corp. • Blank checks • New York
This UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of this 18th day of October, 2021, by and between Blockchain Moon Acquisition Corp., a Delaware corporation (the “Company”), having its principal place of business at 4651 Salisbury Road, Suite 400, Jacksonville FL, 32256, and Jupiter Sponsor LLC, a Delaware limited liability company (the “Purchaser”).
WARRANT AGREEMENTWarrant Agreement • October 22nd, 2021 • Blockchain Moon Acquisition Corp. • Blank checks • New York
This Warrant Agreement (“Warrant Agreement”) is made as of October 18, 2021, by and between Blockchain Moon Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company (the “Warrant Agent”).
RIGHTS AGREEMENTRights Agreement • October 22nd, 2021 • Blockchain Moon Acquisition Corp. • Blank checks
This Rights Agreement (this “Agreement”) is made as of October 18, 2021 between Blockchain Moon Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation 10004 (“Rights Agent”).
Blockchain Moon Acquisition Corp. Jacksonville FL, 32256Letter Agreement • October 22nd, 2021 • Blockchain Moon Acquisition Corp. • 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 Blockchain Moon Acquisition Corp., a Delaware corporation (the “Company”), and Chardan Capital Markets, LLC (the “Representative”), as the representative of the several underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”) of 11,500,000 of the Company’s units (including up to 1,500,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one share of common stock of the Company, par value $0.0001 per share (the “Common Stock”) one right (the “Right”), and one warrant, with each Warrant entitling its holder to purchase one-half (1/2) of one share of Common Stock at a price of $11.50 per full share (“Warrant(s)”). Each Right entitles the holder thereof to receive one-tenth (1/10) of one share of Common Stock upon the c
STOCK ESCROW AGREEMENTStock Escrow Agreement • September 24th, 2021 • Blockchain Moon Acquisition Corp. • Blank checks • New York
BLOCKCHAIN MOON ACQUISITION CORP.Blockchain Moon Acquisition Corp. • October 22nd, 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 Blockchain Moon 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”), Jupiter Sponsor LLC shall make available to the Company certain office space and administrative and support services as may be required by the Company from time to time, at 4651 Salisbury Road, Suite 400, Jacksonville FL, 32256.. In exchange therefore, the Company shall pay Jupiter Sponsor LLC $10,000 per month on the Effective Date and continuing monthly thereafter until the Termination Date. Jupiter Sponsor LLC hereby agrees that it does not have
STOCK ESCROW AGREEMENTStock Escrow Agreement • October 22nd, 2021 • Blockchain Moon Acquisition Corp. • Blank checks • New York
BLOCKCHAIN MOON ACQUISITION CORP.Blockchain Moon Acquisition Corp. • September 24th, 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 Blockchain Moon 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”), Jupiter Sponsor LLC shall make available to the Company certain office space and administrative and support services as may be required by the Company from time to time, at 4651 Salisbury Road, Suite 400, Jacksonville FL, 32256.. In exchange therefore, the Company shall pay Jupiter Sponsor LLC $10,000 per month on the Effective Date and continuing monthly thereafter until the Termination Date. Jupiter Sponsor LLC hereby agrees that it does not have
SUBSCRIPTION AGREEMENTSubscription Agreement • September 24th, 2021 • Blockchain Moon Acquisition Corp. • Blank checks
The undersigned hereby subscribes for 2,875,000 shares of common stock, par value $0.0001 per share (the “Shares”) of the Company. In consideration for the issue of the Shares, the undersigned hereby agrees and undertakes to pay $25,000 to the Company.
