11,000,000 Units CHW Acquisition Corporation UNDERWRITING AGREEMENTUnderwriting Agreement • September 2nd, 2021 • CHW Acquisition Corp • Blank checks • New York
Chardan Capital Markets, LLC 17 State Street, Suite 2100 New York, New York 10004 As Representative of the Underwriters named on Schedule A hereto
WARRANT AGREEMENTWarrant Agreement • September 2nd, 2021 • CHW Acquisition Corp • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of August 30, 2021, is by and between CHW Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and Vstock Transfer, LLC, a New York limited liability company, as warrant agent (the “Warrant Agent” or also referred to herein as the “Transfer Agent”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • September 2nd, 2021 • CHW Acquisition Corp • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of August 30, 2021, by and between CHW Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and Wilmington Trust, National Association, a national banking association (the “Trustee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 2nd, 2021 • CHW Acquisition Corp • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 30, 2021, is made and entered into by and among CHW Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and the undersigned parties listed under Investors on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
INDEMNITY AGREEMENTIndemnification Agreement • September 2nd, 2021 • CHW Acquisition Corp • Blank checks • New York
NOW, THEREFORE, in consideration of the premises and the covenants contained herein and subject to the provisions of the letter agreement dated as of _______, 2021 between the Company and Indemnitee pursuant to the Underwriting Agreement between the Company and the Underwriters in connection with the Company’s initial public offering, the Company and Indemnitee do hereby covenant and agree as follows:
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • September 2nd, 2021 • CHW Acquisition Corp • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of August 30, 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between CHW Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and CHW Acquisition Sponsor LLC, a Delaware limited liability company (the “Purchaser”).
CHW Acquisition Corporation Purchase, NY 10577 Re: Initial Public Offering Ladies and Gentlemen:Underwriting Agreement • September 2nd, 2021 • CHW 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 CHW Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and Chardan Capital Markets, 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 12,650,000 of the Company’s units (including up to 1,650,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one of the Company’s ordinary shares, par value $0.001 per share (the “Ordinary Shares”), and one warrant (each, 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 shall be sold in the Public Offering pursuant to a registration statement
ESCROW AGREEMENTEscrow Agreement • September 2nd, 2021 • CHW Acquisition Corp • Blank checks • New York
This ESCROW AGREEMENT, dated as of August 30, 2021 (“Agreement”), by and among CHW ACQUISITION CORPORATION, a Cayman Islands exempted company (the “Company”), CHW Acquisition Sponsor LLC, a Delaware limited liability company (the “Sponsor”) and each of the investors listed on the signature page hereto (the “Anchor Investors”, and together with the Sponsor, the “Initial Shareholders”) and VSTOCK TRANSFER, LLC, a New York limited liability company (“Escrow Agent”).
CHW ACQUISITION CORPORATIONAdministrative Services Agreement • September 2nd, 2021 • CHW Acquisition Corp • Blank checks • New York
This letter agreement by and between CHW Acquisition Corporation., a Cayman Islands exempted company (the “Company”), and CHW Acquisition Sponsor LLC, 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 Nasdaq Capital Market LLC (the “Listing Date”), pursuant to a Registration Statement on Form S-1 and prospectus filed with the 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”):
