INDEMNITY AGREEMENTIndemnification Agreement • March 30th, 2021 • Corner Growth Acquisition Corp. 2 • Blank checks • New York
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [●], 2021, by and between Corner Growth Acquisition Corp. 2, a Cayman Islands exempted company (the “Company”), and (“Indemnitee”).
UNDERWRITING AGREEMENT between CORNER GROWTH ACQUISITION CORP. 2 and CANTOR FITZGERALD & CO. Dated: [●], 2021 CORNER GROWTH ACQUISITION CORP. 2 UNDERWRITING AGREEMENTUnderwriting Agreement • March 30th, 2021 • Corner Growth Acquisition Corp. 2 • Blank checks • New York
The undersigned, Corner Growth Acquisition Corp. 2, a Cayman Islands exempted company (the “Company”), hereby confirms its agreement with Cantor Fitzgerald & Co. (“Cantor Fitzgerald” or 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,” provided that if only Cantor Fitzgerald is listed on such Schedule A, any references to Underwriters shall refer exclusively to Cantor Fitzgerald) as follows:
REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENTRegistration and Shareholder Rights Agreement • March 30th, 2021 • Corner Growth Acquisition Corp. 2 • Blank checks • New York
THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2021, is made and entered into by and among Corner Growth Acquisition Corp. 2, a Cayman Islands exempted company (the “Company”), CGA Sponsor 2, LLC, a Delaware limited liability company (the “Sponsor”), 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”).
Corner Growth Acquisition Corp. 2 251 Lytton Avenue, Suite 200 Palo Alto, California 94301 Re: Initial Public OfferingUnderwriting Agreement • March 30th, 2021 • Corner Growth Acquisition Corp. 2 • Blank checks • New York
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Corner Growth Acquisition Corp. 2, a Cayman Islands exempted company (the “Company”), Cantor Fitzgerald & Co., as representative (the “Representative”) of the several underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”) of 20,125,000 of the Company’s units (including 2,625,000 units that may be purchased pursuant to the Underwriters’ option to purchase additional units, the “Units”), each comprising of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-fourth of one redeemable warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder thereof to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment. The Units will be sold in the Public Offering pursuant to a registr
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • March 30th, 2021 • Corner Growth Acquisition Corp. 2 • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of [●], 2021 by and between Corner Growth Acquisition Corp. 2, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Trustee”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTWarrant Purchase Agreement • March 30th, 2021 • Corner Growth Acquisition Corp. 2 • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of [●], 2021, is entered into by and between Corner Growth Acquisition Corp. 2, a Cayman Islands exempted company (the “Company”), and CGA Sponsor 2, LLC, a Delaware limited liability company (the “Purchaser”).
WARRANT AGREEMENT CORNER GROWTH ACQUISITION CORP. 2 and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated [·], 2021Warrant Agreement • March 30th, 2021 • Corner Growth Acquisition Corp. 2 • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated [·], 2021, is by and between Corner Growth Acquisition Corp. 2, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (in such capacity, the “Warrant Agent”).
