Health Assurance Acquisition Corp. UNDERWRITING AGREEMENTUnderwriting Agreement • November 17th, 2020 • Health Assurance Acquisition Corp. • Blank checks • New York
WARRANT AGREEMENT between HEALTH ASSURANCE ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANYWarrant Agreement • November 17th, 2020 • Health Assurance Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of November 12, 2020, is by and between Health Assurance Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (in such capacity, the “Warrant Agent”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • November 17th, 2020 • Health Assurance Acquisition Corp. • Blank checks • New York
Reference is made to the Investment Management Trust Agreement between Health Assurance Acquisition Corp. (“Company”) and Continental Stock Transfer & Trust Company (“Trustee”), dated as of [●], 2020 (“Trust Agreement”). Capitalized words used herein and not otherwise defined shall have the meanings ascribed to them in the Trust Agreement.
REGISTRATION AND STOCKHOLDER RIGHTS AGREEMENTRegistration and Stockholder Rights Agreement • November 17th, 2020 • Health Assurance Acquisition Corp. • Blank checks • New York
THIS REGISTRATION AND STOCKHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of November 12, 2020, is made and entered into by and among Health Assurance Acquisition Corp., a Delaware corporation (the “Company”), HAAC Sponsor, LLC, a Delaware limited liability company (the “Sponsor”), Health Assurance Economy Foundation (the “Foundation”) and the undersigned parties listed under Holder on the signature page hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively the “Holders”).
Health Assurance Acquisition Corp. 20 University Road Cambridge, Massachusetts 02138 Morgan Stanley & Co. LLC Re: Initial Public Offering Ladies and Gentlemen:Letter Agreement • November 17th, 2020 • Health Assurance Acquisition Corp. • Blank checks • New York
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 Health Assurance Acquisition Corp., a Delaware corporation (the “Company”), and Morgan Stanley & Co. LLC (the “Underwriter”), relating to an underwritten initial public offering (the “Public Offering”), of 57,500,000 of the Company’s SAILSM securities (including up to 7,500,000 SAILSM securities granted to the Underwriter that may be purchased to cover over-allotments, if any) (the “SAILSM securities”), 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-fourth 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, subject to adjustment. The SAILSM securities will be sold in the Public Offering pursuant to a registratio
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • November 17th, 2020 • Health Assurance Acquisition Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of November 12, 2020 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and between Health Assurance Acquisition Corp., a Delaware corporation (the “Company”), HAAC Sponsor, LLC, a Delaware limited liability company (the “Sponsor”) and each of the undersigned (each, a “Director” and, collectively with the Sponsor, the “Purchasers”).
HEALTH ASSURANCE ACQUISITION CORP. 20 University Road Cambridge, MA 02138 November 12, 2020Letter Agreement • November 17th, 2020 • Health Assurance Acquisition Corp. • Blank checks • New York
This letter agreement by and between Health Assurance Acquisition Corp. (the “Company”) and HAAC Sponsor, LLC (“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 Nasdaq Capital Market (the “Listing Date”), pursuant to a Registration Statement on Form S-1 and prospectus filed with the 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”):
