FORM OF INDEMNITY AGREEMENTIndemnification Agreement • March 1st, 2021 • Magnum Opus Acquisition LTD • Blank checks • New York
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of _________, 2021, by and between MAGNUM OPUS ACQUISITION LIMITED, a Cayman Islands exempted company (the “Company”), and ____________(“Indemnitee”).
20,000,000 Units Magnum Opus Acquisition Limited FORM OF UNDERWRITING AGREEMENTUnderwriting Agreement • March 1st, 2021 • Magnum Opus Acquisition LTD • Blank checks • New York
FORM OF INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • March 1st, 2021 • Magnum Opus Acquisition LTD • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of , 2021 by and between Magnum Opus Acquisition Limited, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
Gateway Strategic Acquisition Co. C/o Maples Corporate Services Limited PO Box 309, Ugland House, Grand Cayman Cayman Islands, KY1-1104Securities Subscription Agreement • March 1st, 2021 • Magnum Opus Acquisition LTD • Blank checks • New York
This agreement (the “Agreement”) is entered into on February 11, 2021 by and between Gaw Capital Acquisition Co., an exempted company incorporated in the Cayman Islands (the “Subscriber” or “you”), and Gateway Strategic Acquisition Co., an exempted company incorporated in the Cayman Islands (the “Company”, “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to subscribe for and purchase 8,625,000 Class B ordinary shares of, US$0.0001 par value per share (the “Shares”), up to 1,125,000 of which are subject to forfeiture by you if the underwriters of the initial public offering (“IPO”) of units (“Units”) of the Company, do not fully exercise their over-allotment option (the “Over-allotment Option”). The Company and the Subscriber’s agreements regarding such Shares are as follows:
FORM OF PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • March 1st, 2021 • Magnum Opus Acquisition LTD • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of_______, 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between Magnum Opus Acquisition Limited, a Cayman Islands exempted company (the “Company”), and Magnum Opus Holdings LLC, a Cayman Islands limited liability company (the “Purchaser”).
FORM OF REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENTRegistration and Shareholder Rights Agreement • March 1st, 2021 • Magnum Opus Acquisition LTD • Blank checks • New York
THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of [ ], 2021, is made and entered into by and among Magnum Opus Acquisition Limited, a Cayman Islands exempted company (the “Company”), Magnum Opus Holdings LLC, a Cayman Islands 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”).
Magnum Opus Acquisition Limited.Underwriting Agreement • March 1st, 2021 • Magnum Opus Acquisition LTD • 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 among Magnum Opus Acquisition Limited, a Cayman Islands exempted company (the “Company”), and Credit Suisse Securities (USA) 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 23,000,000 of the Company’s units (including up to 3,000,000 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-half 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 Prospect
MAGNUM OPUS ACQUISITION LIMITED 15th Floor Nexxus Building Central, Hong KongAdministrative Services Agreement • March 1st, 2021 • Magnum Opus Acquisition LTD • Blank checks • New York
This letter agreement (this “Agreement”) by and between Magnum Opus Acquisition Limited (the “Company”) and Magnum Opus Holdings 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”):
FORM OF WARRANT AGREEMENT between MAGNUM OPUS ACQUISITION LIMITED and CONTINENTAL STOCK TRANSFER & TRUST COMPANYWarrant Agreement • March 1st, 2021 • Magnum Opus Acquisition LTD • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of __________, 2021, is by and between Magnum Opus Acquisition Limited, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”).
