0001140361-20-023779 Sample Contracts

Lefteris Acquisition Corp. Suite 293 Boston, MA 02115 Re: Initial Public Offering Ladies and Gentlemen:
Underwriting Agreement • October 26th, 2020 • Lefteris Acquisition Corp. • Blank checks

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 Lefteris Acquisition Corp., a Delaware corporation (the “Company”), and Morgan Stanley & Co. LLC, as underwriter (the “Underwriter”), 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 by the Underwriter to cover over-allotments, if any) (the “Units”), each comprising one share of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”), and one-third 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. The Units will be sold in the Public Offering pursuant to a registration statement on Form S-1 and a prospectus (the “Prospectus”), filed b

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INVESTMENT MANAGEMENT TRUST AGREEMENT
Investment Management Trust Agreement • October 26th, 2020 • Lefteris Acquisition Corp. • Blank checks • New York

This Investment Management Trust Agreement (this “Agreement”) is made effective as of October 20, 2020, by and between Lefteris Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Trustee”).

WARRANT AGREEMENT
Warrant Agreement • October 26th, 2020 • Lefteris Acquisition Corp. • Blank checks • New York

THIS WARRANT AGREEMENT (this “Agreement”), dated as of October 20, 2020, is by and between Lefteris Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent,” also referred to herein as the “Transfer Agent”).

REGISTRATION AND STOCKHOLDER RIGHTS AGREEMENT
Registration and Stockholder Rights Agreement • October 26th, 2020 • Lefteris Acquisition Corp. • Blank checks • New York

THIS REGISTRATION AND STOCKHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of October 20, 2020, is made and entered into by and among Lefteris Acquisition Corp., a Delaware corporation (the “Company”), Lefteris Holdings LLC, a Delaware limited liability company (the “Sponsor”), and the other 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”).

WARRANT PURCHASE AGREEMENT
Warrant Purchase Agreement • October 26th, 2020 • Lefteris Acquisition Corp. • Blank checks • New York

THIS WARRANT PURCHASE AGREEMENT (as it may from time to time be amended, this “Agreement”), dated as of October 20, 2020, is entered into by and among Lefteris Acquisition Corp., a Delaware corporation (the “Company”), and Lefteris Holdings LLC, a Delaware limited liability company (the “Purchaser”).

FORM OF INDEMNIFICATION AGREEMENT
Indemnification Agreement • October 26th, 2020 • Lefteris Acquisition Corp. • Blank checks

This Indemnification Agreement (“Agreement”) is made and entered into as of this 20th day of October, 2020, by and between Lefteris Acquisition Corp., a Delaware corporation (the “Company”), and _________ (“Indemnitee”).

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