FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 27th, 2021 • Hawks Acquisition Corp • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [DATE], is made and entered into by and among Hawks Acquisition Corp, a Delaware corporation (the “Company”), Hawks 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”).
FORM OF INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • August 27th, 2021 • Hawks Acquisition Corp • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of [_], 2021 by and between Hawks Acquisition Corp, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Trustee”).
Underwriting Agreement between Hawks Acquisition Corp and BTIG, LLC and MIZUho securities usa llc Dated August [•], 2021 HAWKS Acquisition Corp UNDERWRITING AGREEMENTUnderwriting Agreement • August 27th, 2021 • Hawks Acquisition Corp • Blank checks • New York
The undersigned, Hawks Acquisition Corp, a Delaware corporation (the “Company”), hereby confirms its agreement with BTIG, LLC and Mizuho Securities USA LLC (the “Representatives”) and with the other underwriters named on Schedule A hereto (if any), for which the Representatives are acting as representatives (the Representatives and such other underwriters being collectively referred to herein as the “Underwriters” or, each underwriter individually, an “Underwriter”) as follows:
FORM OF PUBLIC WARRANT AGREEMENTPublic Warrant Agreement • August 27th, 2021 • Hawks Acquisition Corp • Blank checks • New York
THIS PUBLIC WARRANT AGREEMENT, dated as of [ ], 2021 (as amended, supplemented or otherwise modified from time to time, this “Agreement”), is by and between Hawks Acquisition Corp, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (the “Warrant Agent”).
FORM OF PRIVATE WARRANT AGREEMENTPrivate Warrant Agreement • August 27th, 2021 • Hawks Acquisition Corp • Blank checks • New York
THIS PRIVATE WARRANT AGREEMENT, dated as of [ ], 2021 (as amended, supplemented or otherwise modified from time to time, this “Agreement”), is by and between Hawks Acquisition Corp, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (the “Warrant Agent”).
Hawks Acquisition Corp New York, NY, 10022 Re: Initial Public Offering Ladies and Gentlemen:Underwriting Agreement • August 27th, 2021 • Hawks Acquisition Corp • Blank checks
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into or proposed to be entered into by Hawks Acquisition Corp, a Delaware corporation (the “Company”), and [_________] [and [_________]] as [the representatives [the “Representative[s]”) of] the [several] underwriter[s] named therein ([each] an “Underwriter” [and collectively, the “Underwriters”]), relating to an underwritten initial public offering (the “Public Offering”), of 23,000,000 of the Company’s units (including up to 3,000,000 units that may be purchased to cover the Underwriters’ option to purchase additional units, if any) (the “Units”), each comprised of one share of Class A common stock of the Company, par value $0.0001 per share (“Class A Common Stock”), and one-half (1/2) of one redeemable public warrant (each whole public warrant, a “Public Warrant”). Each Public Warrant entitles the holder thereof to purchase one share of
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTWarrant Purchase Agreement • August 27th, 2021 • Hawks Acquisition Corp • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [ ], 2021 (this “Agreement”), is entered into by and between Hawks Acquisition Corp, a Delaware corporation (the “Company”), and Hawks Sponsor LLC, a Delaware limited liability company (the “Purchaser”).
HAWKS ACQUISITION CORP New York, NY 10022Administrative Services Agreement • August 27th, 2021 • Hawks Acquisition Corp • Blank checks • New York
This letter agreement (the “Agreement”) by and between Hawks Acquisition Corp, a Delaware corporation (the “Company”), and GLC Advisors & Co., 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 Company’s Registration Statement on Form S-1 (File No. 333-[●]) filed with the Securities and Exchange Commission) (such earlier date hereinafter referred to as the “Termination Date”):
John Maher Via Email Dear John:Employment Agreement • August 27th, 2021 • Hawks Acquisition Corp • Blank checks • Delaware
This letter agreement (this “Agreement”) sets forth our mutual understanding concerning your continued employment with Hawks Acquisition Corp, a Delaware corporation (the “Company”).
