0001104659-20-104640 Sample Contracts

WARRANT AGREEMENT
Warrant Agreement • September 14th, 2020 • FG New America Acquisition Corp. • Blank checks • New York
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INDEMNITY AGREEMENT
Indemnity Agreement • September 14th, 2020 • FG New America Acquisition Corp. • Blank checks • Delaware

This INDEMNITY AGREEMENT (this “Agreement”) is made as of [●], 2020, by and between FG New America Acquisition Corp., a Delaware corporation (the “Company”), and __________ (“Indemnitee”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • September 14th, 2020 • FG New America Acquisition Corp. • Blank checks • New York

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [__], 2020, is made and entered into by and among FG New America Acquisition Corp., a Delaware corporation (the “Company”), FG New America Investors LLC, a Delaware limited liability company (the “Sponsor”), Piper Sandler & Co. and ThinkEquity, a division of Fordham Financial Management, Inc., as representatives of the underwriters (the “Underwriters”) and the undersigned parties listed on the signature page hereto under “Holders” (each such party, together with the Sponsor, the Underwriters 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”).

FG New America Acquisition Corp. Itasca, Illinois 60143
Underwriting Agreement • September 14th, 2020 • FG New America Acquisition Corp. • 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 FG New America Acquisition Corp., a Delaware corporation (the “Company”), and Piper Sandler & Co. and ThinkEquity, a division of Fordham Financial Management, Inc., as representatives (the “Representatives”) of the several underwriters (each, an “Underwriter” and collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 25,875,000 of the Company’s units (including up to 3,375,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one share of the Company’s Class A common stock, par value $0.0001 per share (the “Class A Common Stock”), and one-half of one redeemable warrant. Each whole warrant (each, a “Warrant”) entitles the holder thereof to purchase one share of Class A Common Stock at a price of $11.50 per share

INVESTMENT MANAGEMENT TRUST AGREEMENT
Investment Management Trust Agreement • September 14th, 2020 • FG New America Acquisition Corp. • Blank checks • New York

This Investment Management Trust Agreement (this “Agreement”) is made effective as of [●], 2020 by and between FG New America Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, a New York corporation (the “Trustee”).

15 EXERCISE PRICE WARRANTS PURCHASE AGREEMENT
Warrants Purchase Agreement • September 14th, 2020 • FG New America Acquisition Corp. • Blank checks • New York

THIS $15 EXERCISE PRICE 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 among FG New America Acquisition Corp., a Delaware corporation (the “Company”), and FG New America Investors LLC, a Delaware limited liability company (the “Purchaser”).

FOUNDER WARRANTS PURCHASE AGREEMENT
Founder Warrants Purchase Agreement • September 14th, 2020 • FG New America Acquisition Corp. • Blank checks • New York

THIS FOUNDER 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 among FG New America Acquisition Corp., a Delaware corporation (the “Company”), and FG New America Investors LLC, a Delaware limited liability company (the “Purchaser”).

FG NEW AMERICA ACQUISITION CORP. Itasca, Illinois 60143
Administrative Services Agreement • September 14th, 2020 • FG New America Acquisition Corp. • Blank checks • New York

This letter agreement (this “Agreement”) by and among FG New America Acquisition Corp. (the “Company”) and FG New America Investors LLC (the “Sponsor”), dated as of the date hereof, will confirm our agreement that, commencing on the date the securities of the Company are first listed on the New York Stock Exchange (the “Listing Date”), pursuant to a Registration Statement on Form S-1 and prospectus filed with the U.S. 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”):

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