0001104659-21-011597 Sample Contracts

AMENDED AND RESTATED LETTER AGREEMENT
Letter Agreement • February 3rd, 2021 • Qell Acquisition Corp • Blank checks • New York

This letter (this “Letter Agreement”) amends and restates in its entirety that certain letter agreement dated September 29, 2020 that was delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”), dated as of September 29, 2020, by and among Qell Acquisition Corp., a Cayman Islands exempted company (the “Company”), and J.P. Morgan Securities LLC and Barclays Capital Inc., as representatives (the “Representatives”) of the several underwriters named therein (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”) of 37,950,000 of the Company’s units (including 4,950,000 units that may be purchased pursuant to the Underwriters’ option to purchase additional units, the “Units”), each comprised of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-third of one redeemable warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder thereof to pur

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ADMINISTRATIVE SErVICES AGREEMENT
Administrative Services Agreement • February 3rd, 2021 • Qell Acquisition Corp • Blank checks • Delaware

This Administrative Services Agreement (“Agreement”) is effective as of January 1, 2021 (the “Effective Date”), by and between Qell Acquisition Corp., a Cayman Islands exempted company (“Company”) and Qell Operational Holdings LLC, a Delaware limited liability company (“Service Provider” and together with Company, the “Parties” and each a “Party”).

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