REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 12th, 2021 • Osiris Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [ ], 2021, is made and entered into by and among Osiris Acquisition Corp., a Delaware corporation (the “Company”), Osiris Sponsor, LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed under Holder on the signature pages hereto (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”).
OSIRIS ACQUISITION CORP. NEW YORK, NY 10003Osiris Acquisition Corp. • March 12th, 2021 • Blank checks • New York
We are pleased to accept the offer Osiris Sponsor, LLC (the “Subscriber” or “you”) has made to purchase 8,625,000 shares of Class B common stock (the “Shares”), $0.01 par value per share (the “Class B Common Stock” together with all other classes of Company (as defined below) common stock, the “Common Stock”), up to 1,125,000 Shares of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of Osiris Acquisition Corp., a Delaware corporation (the “Company”), do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:
Osiris Acquisition Corp. New York, NY 10003 Telephone: [ ] Re: Initial Public Offering Ladies and Gentlemen:Letter Agreement • March 12th, 2021 • Osiris 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 Osiris Acquisition Corp., a Delaware corporation (the “Company”), and Jefferies LLC, (the “Underwriter”), relating to an underwritten initial public offering (the “Public Offering”), of 28,750,000 of the Company’s units (including up to 3,750,000 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 “Common Stock”), and one-half of one redeemable Warrant. Each whole Warrant (each, a “Warrant”) entitles the holder thereof to purchase one share of Common Stock at a price of $11.50 per share, subject to adjustment, as described in the Prospectus (as defined below). The Units will be sold in the Public Offering pursuant to a registration statement on Form S-1 and prospectus (the “Prospectus”) file
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 12th, 2021 • Osiris Acquisition Corp. • Blank checks • New York
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of [ ], 2021 by and between Osiris Acquisition Corp., a Delaware corporation (the “Company”), and [ ] (“Indemnitee”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • March 12th, 2021 • Osiris Acquisition Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [ ], 2021 (this “Agreement”), is entered into by and between Osiris Acqusition Corp., a Delaware corporation (the “Company”), and Osiris Sponsor, LLC, a Delaware limited liability company (the “Purchaser”).
OSIRIS ACQUISITION CORP. New York, NY 10003Letter Agreement • March 12th, 2021 • Osiris Acquisition Corp. • Blank checks • New York
This letter agreement by and between Osiris Acquisition Corp., a Delaware corporation (the “Company”) and Osiris Sponsor, LLC, a Delaware limited liability company (the “Services Provider”), dated as of the date hereof, will confirm our agreement that, commencing on the date that securities of the Company are first listed in connection with the Company’s initial public offering (the “Listing Date”) and continuing until the earlier of the consummation by the Company of an initial business combination and the Company’s liquidation (in each case as described in the Registration Statement on Form S-1 (File No. [ ]) filed with the Securities and Exchange Commission) (such earlier date hereinafter referred to as the “Termination Date”):
