Date] Maxim Group LLC
[Date]
Maxim
Group LLC
000
Xxxxxxxxx Xxx.
New York,
New York 10174
Gentlemen:
This
letter will confirm the agreement of the undersigned to purchase warrants
(“Warrants”) of Healthcare Acquisition Corp. (the “Company”) included in the
units (“Units”) being sold in the Company’s initial public offering (“IPO”) upon
the terms and conditions set forth herein. Each Unit is comprised of one
share of common stock, par value $.0001 per share, of the Company (the “Common
Stock”) and one Warrant to purchase a share of Common Stock. The shares of
Common Stock and Warrants will not be separately tradable until 90 days after
the effective date of the Company’s IPO unless Maxim Group LLC (“Maxim”) informs
the Company of its decision to allow earlier separate trading.
The
undersigned agrees that this letter agreement constitutes an irrevocable order
for Maxim to purchase for the undersigned’s account within the three month
period commencing on the date separate trading of the Warrants commences
(“Separation Date”) up to $1,000,000 of Warrants at market prices not to exceed
$1.20 per Warrant (“Maximum Warrant Purchase”). Xxxxx (or such other
broker dealer(s) as Xxxxx may assign the order to) agrees to fill such order in
such amounts and at such times as it may determine, in its sole discretion,
during the three month period commencing on the Separation Date. Xxxxx
further agrees that it will not charge the undersigned any fees and/or
commissions with respect to such purchase obligation.
The
undersigned may notify Maxim that all or part of the Maximum Warrant Purchase
will be made by an affiliate of the undersigned (or another person or entity
introduced to Maxim by the undersigned (such affiliate or other person or
entity, a “Designee”)) who (or which) has an account at Maxim and, in such
event, Maxim will make such purchase on behalf of said Designee; provided,
however, that the undersigned hereby agrees to make payment of the purchase
price of such purchase in the event that the Designee fails to make such
payment.
The
undersigned agrees that neither the undersigned nor any Designee of the
undersigned shall sell or transfer the Warrants until the earlier of the
consummation of a merger, capital stock exchange, asset acquisition or other
similar business combination involving the Company and acknowledges that, at the
option of Maxim, the certificates for such Warrants shall contain a legend
indicating such restriction on transferability.
This
letter agreement shall for all purposes be deemed to be made under and shall be
construed in accordance with the laws of the State of New York, with regard to
the conflicts of laws principals thereof. This Agreement shall be binding upon
the undersigned and the heirs, successors and assigns of the
undersigned.
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Very
truly yours, | ||
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[Name] | ||
