REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 11th, 2021 • Crown PropTech Acquisitions • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of February 8, 2021, is made and entered into by and among Crown PropTech Acquisitions, a Cayman Islands exempted company (the “Company”), Crown PropTech Sponsor, LLC, a Delaware limited liability company (the “Sponsor”) and each of the undersigned parties listed on the signature page hereto under “Holders” (each such party, 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”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • February 11th, 2021 • Crown PropTech Acquisitions • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of February 8, 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between Crown PropTech Acquisitions, a Cayman Islands exempted company (the “Company”), and Crown PropTech Sponsor, LLC, a Delaware limited liability company (the “Purchaser”).
FORM OF INDEMNITY AGREEMENTForm of Indemnity Agreement • February 11th, 2021 • Crown PropTech Acquisitions • Blank checks • New York
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of February 8, 2021, by and between CROWN PROPTECH ACQUISITIONS, a Cayman Islands exempted company (the “Company”), and Frits van Paasschen (“Indemnitee”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • February 11th, 2021 • Crown PropTech Acquisitions • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of February 8, 2021 by and between Crown PropTech Acquisitions, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
Crown PropTech Acquisitions 12th Floor New York, NY 10065Letter Agreement • February 11th, 2021 • Crown PropTech Acquisitions • Blank checks
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Crown PropTech Acquisitions, a Cayman Islands exempted company (the “Company”), and RBC Capital Markets, LLC, as representative (the “Representative”) of the several underwriters (each, an “Underwriter” and collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 27,600,000 of the Company’s units (including up to 3,600,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Class A Ordinary Shares”), and one-third of one redeemable warrant. Each whole warrant (each, a “Warrant”) entitles the holder thereof to purchase one Class A Ordinary Share at a price of $11.50 per share, subject to adjustment as described in the Prospectus (as defi
CROWN PROPTECH ACQUISITIONS 24,000,000 Units Underwriting AgreementCrown PropTech Acquisitions • February 11th, 2021 • Blank checks • New York
Crown PropTech Acquisitions, a Cayman Islands exempted company (the “Company”), proposes to sell to the several underwriters named in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of 24,000,000 units of the Company (the “Underwritten Units”). The Company also proposes to grant to the Underwriters an option to purchase up to 3,600,000 units of the Company (the “Option Units”). The Underwritten Units and the Option Units are herein referred to as the “Public Units.”
WARRANT AGREEMENTWarrant Agreement • February 11th, 2021 • Crown PropTech Acquisitions • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of February 8, 2021, is by and between Crown PropTech Acquisitions, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (in such capacity, the “Warrant Agent,” and also referred to herein as the “Transfer Agent”).
FIRST AMENDMENT TO SUBSCRIPTION AGREEMENTSubscription Agreement • February 11th, 2021 • Crown PropTech Acquisitions • Blank checks
This first amendment (the “Amendment”) to that certain Subscription Agreement (the “Agreement”) entered into on February 1, 2021 by and among Crown PropTech Acquisitions, a Cayman Islands exempted company (the “Company”), Crown PropTech Sponsor, LLC, a Delaware limited liability company (the “Sponsor”) and BlackRock Strategic Income Opportunities Portfolio of BlackRock Funds V (the “Purchaser”) is made of February 10, 2021 pursuant to Section 7(l) of the Agreement. Capitalized terms that are used herein, except as otherwise defined herein, shall have the meanings ascribed to them in the Agreement. In consideration of the premises, representations, warranties and the mutual covenants contained in the Agreement and this Amendment, and for other good and valuable consideration, the receipt, sufficiency and adequacy of which are hereby acknowledged, the parties hereto agree as follows:
FIRST AMENDMENT TO SUBSCRIPTION AGREEMENTSubscription Agreement • February 11th, 2021 • Crown PropTech Acquisitions • Blank checks
This first amendment (the “Amendment”) to that certain Subscription Agreement (the “Agreement”) entered into on February 1, 2021 by and among Crown PropTech Acquisitions, a Cayman Islands exempted company (the “Company”), Crown PropTech Sponsor, LLC, a Delaware limited liability company (the “Sponsor”) and BlackRock Capital Allocation Trust (the “Purchaser”) is made of February 10, 2021 pursuant to Section 7(l) of the Agreement. Capitalized terms that are used herein, except as otherwise defined herein, shall have the meanings ascribed to them in the Agreement. In consideration of the premises, representations, warranties and the mutual covenants contained in the Agreement and this Amendment, and for other good and valuable consideration, the receipt, sufficiency and adequacy of which are hereby acknowledged, the parties hereto agree as follows:
FIRST AMENDMENT TO SUBSCRIPTION AGREEMENTSubscription Agreement • February 11th, 2021 • Crown PropTech Acquisitions • Blank checks
This first amendment (the “Amendment”) to that certain Subscription Agreement (the “Agreement”) entered into on February 1, 2021 by and among Crown PropTech Acquisitions, a Cayman Islands exempted company (the “Company”), Crown PropTech Sponsor, LLC, a Delaware limited liability company (the “Sponsor”) and Master Total Return Portfolio of Master Bond LLC (the “Purchaser”) is made of February 10, 2021 pursuant to Section 7(l) of the Agreement. Capitalized terms that are used herein, except as otherwise defined herein, shall have the meanings ascribed to them in the Agreement. In consideration of the premises, representations, warranties and the mutual covenants contained in the Agreement and this Amendment, and for other good and valuable consideration, the receipt, sufficiency and adequacy of which are hereby acknowledged, the parties hereto agree as follows:
FIRST AMENDMENT TO SUBSCRIPTION AGREEMENTSubscription Agreement • February 11th, 2021 • Crown PropTech Acquisitions • Blank checks
This first amendment (the “Amendment”) to that certain Subscription Agreement (the “Agreement”) entered into on February 1, 2021 by and among Crown PropTech Acquisitions, a Cayman Islands exempted company (the “Company”), Crown PropTech Sponsor, LLC, a Delaware limited liability company (the “Sponsor”) and BlackRock Global Allocation V.I. Fund of BlackRock Variable Series Funds, Inc. (the “Purchaser”) is made of February 10, 2021 pursuant to Section 7(l) of the Agreement. Capitalized terms that are used herein, except as otherwise defined herein, shall have the meanings ascribed to them in the Agreement. In consideration of the premises, representations, warranties and the mutual covenants contained in the Agreement and this Amendment, and for other good and valuable consideration, the receipt, sufficiency and adequacy of which are hereby acknowledged, the parties hereto agree as follows:
FIRST AMENDMENT TO SUBSCRIPTION AGREEMENTSubscription Agreement • February 11th, 2021 • Crown PropTech Acquisitions • Blank checks
This first amendment (the “Amendment”) to that certain Subscription Agreement (the “Agreement”) entered into on February 1, 2021 by and among Crown PropTech Acquisitions, a Cayman Islands exempted company (the “Company”), Crown PropTech Sponsor, LLC, a Delaware limited liability company (the “Sponsor”) and BlackRock Global Allocation Fund, Inc. (the “Purchaser”) is made of February 10, 2021 pursuant to Section 7(l) of the Agreement. Capitalized terms that are used herein, except as otherwise defined herein, shall have the meanings ascribed to them in the Agreement. In consideration of the premises, representations, warranties and the mutual covenants contained in the Agreement and this Amendment, and for other good and valuable consideration, the receipt, sufficiency and adequacy of which are hereby acknowledged, the parties hereto agree as follows:
FIRST AMENDMENT TO SUBSCRIPTION AGREEMENTSubscription Agreement • February 11th, 2021 • Crown PropTech Acquisitions • Blank checks
This first amendment (the “Amendment”) to that certain Subscription Agreement (the “Agreement”) entered into on February 1, 2021 by and among Crown PropTech Acquisitions, a Cayman Islands exempted company (the “Company”), Crown PropTech Sponsor, LLC, a Delaware limited liability company (the “Sponsor”) and BlackRock Global Allocation Portfolio of BlackRock Series Fund, Inc. (the “Purchaser”) is made of February 10, 2021 pursuant to Section 7(l) of the Agreement. Capitalized terms that are used herein, except as otherwise defined herein, shall have the meanings ascribed to them in the Agreement. In consideration of the premises, representations, warranties and the mutual covenants contained in the Agreement and this Amendment, and for other good and valuable consideration, the receipt, sufficiency and adequacy of which are hereby acknowledged, the parties hereto agree as follows:
FIRST AMENDMENT TO SUBSCRIPTION AGREEMENTSubscription Agreement • February 11th, 2021 • Crown PropTech Acquisitions • Blank checks
This first amendment (the “Amendment”) to that certain Subscription Agreement (the “Agreement”) entered into on February 1, 2021 by and among Crown PropTech Acquisitions, a Cayman Islands exempted company (the “Company”), Crown PropTech Sponsor, LLC, a Delaware limited liability company (the “Sponsor”) and BlackRock Global Long/Short Credit Fund of BlackRock Funds IV (the “Purchaser”) is made of February 10, 2021 pursuant to Section 7(l) of the Agreement. Capitalized terms that are used herein, except as otherwise defined herein, shall have the meanings ascribed to them in the Agreement. In consideration of the premises, representations, warranties and the mutual covenants contained in the Agreement and this Amendment, and for other good and valuable consideration, the receipt, sufficiency and adequacy of which are hereby acknowledged, the parties hereto agree as follows:
