10,000,000 Units AMERICAS TECHNOLOGY ACQUISITION CORP. UNDERWRITING AGREEMENTUnderwriting Agreement • December 10th, 2020 • Americas Technology Acquisition Corp. • Blank checks • New York
Americas Technology Acquisition Corp., a Cayman Islands exempted company (the “Company”), hereby confirms its agreement with EarlyBirdCapital, Inc. (the “Representative”) and with the other underwriters named on Schedule A hereto (if any), for which the Representative is acting as representative (the Representative and such other underwriters being collectively referred to herein as the “Underwriters” or, each underwriter individually, an “Underwriter”) as follows:
EARLYBIRDCAPITAL, INC. New York, New York 10017Advisory Agreement • December 10th, 2020 • Americas Technology Acquisition Corp. • Blank checks • New York
This is to confirm our agreement (this “Agreement”) whereby Americas Technology Acquisition Corp., a Cayman Islands exempted company (“Company”), has requested EarlyBirdCapital, Inc. (the “Advisor”) to assist it in connection with the Company merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination (in each case, a “Business Combination”) with one or more businesses or entities (each a “Target”) as described in the Company’s Registration Statement on Form S-1 (File No. 333-_____) filed with the Securities and Exchange Commission (“Registration Statement”) in connection with its initial public offering (“IPO”).
FORM OF INDEMNITY AGREEMENTIndemnification Agreement • December 10th, 2020 • Americas Technology Acquisition Corp. • Blank checks
NOW, THEREFORE, in consideration of the premises and the covenants contained herein and subject to the provisions of the letter agreement dated as of [ ], 2020 between the Company and Indemnitee pursuant to the Underwriting Agreement between the Company and the Underwriters in connection with the Company’s initial public offering, the Company and Indemnitee do hereby covenant and agree as follows:
WARRANT AGREEMENTWarrant Agreement • December 10th, 2020 • Americas Technology Acquisition Corp. • Blank checks • New York
This Warrant Agreement (“Warrant Agreement”) is made as of [ ], 2020, by and between Americas Technology Acquisition Corp., a Cayman Islands exempted company (the “Company”) and Continental Stock Transfer & Trust Company, a New York corporation (the “Warrant Agent”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 10th, 2020 • Americas Technology Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the [ ] day of [ ], 2020, by and among Americas Technology Acquisition Corp., a Cayman Islands exempted company (the “Company”) and the undersigned parties listed under Investor on the signature page hereto (each, an “Investors” and collectively, the “Investors”).
SHARE ESCROW AGREEMENTShare Escrow Agreement • December 10th, 2020 • Americas Technology Acquisition Corp. • Blank checks • New York
SHARE ESCROW AGREEMENT, dated as of [ ], 2020 (“Agreement”), by and among Americas Technology Acquisition Corp., a Cayman Islands exempted company (the “Company”), the individuals and entities listed on the signature pages hereto (each, an “Initial Shareholder” and, collectively, the “Initial Shareholders”) and Continental Stock Transfer & Trust Company, a New York corporation (“Escrow Agent”).
Americas Technology Acquisition Corp. 16400 Dallas Pkwy #305 Dallas, TX 75248 EarlyBirdCapital, Inc. New York, NY 10017Underwriting Agreement • December 10th, 2020 • Americas Technology Acquisition Corp. • Blank checks
This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Americas Technology Acquisition Corp., a Cayman Islands exempted company (the “Company”), and EarlyBirdCapital, Inc., as representative (the “Representative”) of the several Underwriters named in Schedule I thereto (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each comprised of one ordinary share of the Company, par value $0.0001 per share (the “Ordinary Shares”), and one-half of one redeemable warrant (the “Warrants”), each whole redeemable Warrant entitling the holder thereof to purchase one Ordinary Share at a price of $11.50 per share. Certain capitalized terms used herein are defined in paragraph 14 hereof.
AMERICAS TECHNOLOGY ACQUISITION CORP. 16400 Dallas Pkwy #305 Dallas, TX 75248Advisory Services Agreement • December 10th, 2020 • Americas Technology Acquisition Corp. • Blank checks • New York
This letter agreement by and between Americas Technology Acquisition Corp. (the “Company”) and Fifth Partners, LLC (“Fifth Partners”), 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”):
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • December 10th, 2020 • Americas Technology Acquisition Corp. • Blank checks • New York
This Agreement is made as of [ ], 2020 by and between Americas Technology Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company, as trustee (“Trustee”).
Americas Technology Acquisition Corp. 16400 Dallas Pkwy #305 Dallas, TX 75248Service Agreement • December 10th, 2020 • Americas Technology Acquisition Corp. • Blank checks
This letter agreement will confirm our agreement that, commencing on the first date (the “Effective Date”) that any securities of Americas Technology Acquisition Corp. (the “Company”) registered on the Company’s registration statement (the “Registration Statement”) for its initial public offering (the “IPO”) are listed on the New York Stock Exchange, and continuing until the earlier of (i) the consummation by the Company of an initial business combination and (ii) the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), Mr. Pontonio shall make available to the Company certain general and administrative services, including office space, utilities and secretarial support as may be required by the Company from time to time, situated at 16400 Dallas Pkwy #305, Dallas, TX 7524 (or any successor location). In exchange therefor, the Company shall pay Mr. Pontonio the sum of $3,000 per month on th
