INDEMNITY AGREEMENTIndemnification Agreement • May 6th, 2020 • Trebia Acquisition Corp. • Blank checks • New York
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [•], 2020, by and between Trebia Acquisition Corp., a Cayman Islands exempted company (the “Company”), and [•] (the “Indemnitee”).
37,500,000 Units Trebia Acquisition Corp. UNDERWRITING AGREEMENTUnderwriting Agreement • May 6th, 2020 • Trebia Acquisition Corp. • Blank checks • New York
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • May 6th, 2020 • Trebia Acquisition Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [·], 2020 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and between Trebia Acquisition Corp., a Cayman Islands exempted company (the “Company”), Trasimene Trebia, LP, a Delaware limited partnership (the “Trasimene Sponsor”), and BGPT Trebia LP, a Cayman Islands exempted limited partnership (the “Bridgeport Sponsor”, and together with the Trasimene Sponsor, the “Purchasers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 6th, 2020 • Trebia Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of [·], 2020, by Trebia Acquisition Corp., a Cayman Islands exempted company (the “Company”) and BGPT Trebia LP, a Cayman Islands exempted limited partnership, and Trasimene Trebia, LP, a Delaware limited partnership (the “Sponsors” 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”).
Trebia Acquisition Corp. 41 Madison Avenue, Suite 2020 New York, NY 10010 Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, NY 10010 BofA Securities, Inc. One Bryant Park New York, NY 10036Underwriting Agreement • May 6th, 2020 • Trebia Acquisition Corp. • Blank checks • New York
This letter (the “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Trebia Acquisition Corp., a Cayman Islands exempted company (the “Company”) and Credit Suisse Securities (USA) LLC and BofA Securities, Inc., as representatives (the “Representatives”) of the several underwriters named in Schedule A thereto (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each unit 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 redeemable warrant, each whole warrant exercisable for one Class A Ordinary Share (each, a “Warrant”). Certain capitalized terms used herein are defined in paragraph 12 hereof.
WARRANT AGREEMENT between TREBIA ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANYWarrant Agreement • May 6th, 2020 • Trebia Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of [·], 2020, is by and between Trebia Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
Trebia Acquisition Corp. 41 Madison Avenue, Suite 2020 New York, NY 10010 Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, NY 10010 BofA Securities, Inc. One Bryant Park New York, NY 10036Underwriting Agreement • May 6th, 2020 • Trebia Acquisition Corp. • Blank checks • New York
This letter (the “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Trebia Acquisition Corp., a Cayman Islands exempted company (the “Company”) and Credit Suisse Securities (USA) LLC and BofA Securities, Inc., as representatives (the “Representatives”) of the several underwriters named in Schedule A thereto (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each unit 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 redeemable warrant, each whole warrant exercisable for one Class A Ordinary Share (each, a “Warrant”). Certain capitalized terms used herein are defined in paragraph 11 hereof.
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • May 6th, 2020 • Trebia Acquisition Corp. • Blank checks • New York
Reference is made to the Investment Management Trust Agreement between Trebia Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company, dated as of [·], 2020 (the “Trust Agreement”). Capitalized words used herein and not otherwise defined shall have the meanings ascribed to them in the Trust Agreement.
Trebia Acquisition Corp. 41 Madison AvenueSecurities Subscription Agreement • May 6th, 2020 • Trebia Acquisition Corp. • Blank checks • New York
This agreement (this “Agreement”) is entered into on February 18, 2020 by and between, BGPT Trebia LP, a Cayman Islands exempted limited partnership (the “Bridgeport Sponsor,” the “Subscriber” or “you”), and Trebia Acquisition Corp., 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 10,781,250 Class B ordinary shares, $0.0001 par value per share of the Company (the “Shares”), up to 1,406,250 of which are subject to surrender and cancellation 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”).
TREBIA ACQUISITION CORP. 41 Madison Avenue, Suite 2020 New York, NY 10010 [·], 2020Office Space and Administrative Services Agreement • May 6th, 2020 • Trebia Acquisition Corp. • Blank checks
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 Trebia Acquisition Corp. (the “Company”) and continuing until the earlier of (i) the completion by the Company of an initial business combination or (ii) the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), BGPT Trebia LP shall take steps directly or indirectly to make available to the Company certain office space, secretarial and administrative services as may be required by the Company from time to time, situated at 41 Madison Avenue, Suite 2020, New York, NY 10010 (or any successor location). In exchange therefore, the Company shall pay BGPT Trebia LP a sum of $10,000 per month, respectively, on the Effective Date and continuing monthly thereafter until the Te
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • May 6th, 2020 • Trebia Acquisition Corp. • Blank checks • Delaware
This Forward Purchase Agreement (this “Agreement”) is entered into as of [·], 2020, by and between Trebia Acquisition Corp., a Cayman Islands exempted limited company (the “Company”) and Cannae Holdings, Inc., a Delaware corporation (the “Purchaser”).
