REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 3rd, 2022 • Provident Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (as the same may be amended, supplemented, restated or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), dated as of [•], 2022, is made and entered into by and among:
LOCK-UP AGREEMENTLock-Up Agreement • March 3rd, 2022 • Provident Acquisition Corp. • Blank checks • New York
This LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of [ ], 2022, by and among Perfect Corp., a Cayman Islands exempted company with limited liability (the “Company”), Provident Acquisition Corp., a Cayman Islands exempted company with limited liability (“PAQC”), and the persons listed on Schedule A hereto (each, a “Company Shareholder” and collectively, the “Company Shareholders”).
AGREEMENT AND PLAN OF MERGER by and among PROVIDENT ACQUISITION CORP., PERFECT CORP., BEAUTY CORP., and FASHION CORP. dated as of March 3, 2022Merger Agreement • March 3rd, 2022 • Provident Acquisition Corp. • Blank checks • New York
This AGREEMENT AND PLAN OF MERGER (as it may be amended, restated or otherwise modified from time to time, this “Agreement”), dated as of March 3, 2022 is entered into by and among Provident Acquisition Corp., a Cayman Islands exempted company with limited liability (“PAQC”), Perfect Corp., a Cayman Islands exempted company with limited liability (the “Company”), Beauty Corp., a Cayman Islands exempted company with limited liability and a wholly-owned direct Subsidiary of the Company (“Merger Sub 1”), and Fashion Corp., a Cayman Islands exempted company with limited liability and a wholly-owned direct Subsidiary of the Company (“Merger Sub 2” and, together with Merger Sub 1, the “Acquisition Entities”). PAQC, the Company, Merger Sub 1 and Merger Sub 2 are referred to herein as the “Parties.”
VOTING AGREEMENTVoting Agreement • March 3rd, 2022 • Provident Acquisition Corp. • Blank checks • New York
This VOTING AGREEMENT (this “Agreement”) is made and entered into as of March 3, 2022, by and among Perfect Corp., a Cayman Islands exempted company with limited liability (the “Company”), Provident Acquisition Corp., a Cayman Islands exempted company with limited liability (“PAQC”), and the persons listed on Schedule A hereto (each, a “Company Shareholder” and collectively, the “Company Shareholders”).
SPONSOR LETTER AGREEMENTSponsor Letter Agreement • March 3rd, 2022 • Provident Acquisition Corp. • Blank checks • New York
This SPONSOR LETTER AGREEMENT (this “Agreement”) is made and entered into as of March 3, 2022, by and among Perfect Corp., a Cayman Islands exempted company with limited liability (the “Company”), Provident Acquisition Corp., a Cayman Islands exempted company with limited liability (“PAQC”), and Provident Acquisition Holdings Ltd., a Cayman Islands exempted company with limited liability (“Sponsor”).
FORM OF SUBSCRIPTION AGREEMENTSubscription Agreement • March 3rd, 2022 • Provident Acquisition Corp. • Blank checks • New York
This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”), dated as of _______________, 2022 is entered into by and among Provident Acquisition Corp., a Cayman Islands exempted company (the “Issuer”), Perfect Corp., a Cayman Islands exempted company (the “Company”) and the undersigned (“Subscriber” or “you”). Defined terms used but not otherwise defined herein shall have the respective meanings ascribed thereto in the Business Combination Agreement (as defined below).
