WARRANT AGREEMENTWarrant Agreement • March 24th, 2021 • Modiv Acquisition Corp. • Blank checks • New York
This Warrant Agreement (the “Agreement”) is made as of [●], 2021, by and between Modiv Acquisition Corp., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC (the “Warrant Agent”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 24th, 2021 • Modiv Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of [●], 2021, by and among Modiv Acquisition Corp., a Delaware corporation (the “Company”), and the undersigned parties listed under Investor on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • March 24th, 2021 • Modiv Acquisition Corp. • Blank checks • New York
This Agreement is made as of [●], 2021 by and between Modiv Acquisition Corp. (the “Company”) and American Stock Transfer & Trust Company, LLC (“Trustee”).
MODIV ACQUISITION CORP. INDEMNITY AGREEMENTIndemnification Agreement • March 24th, 2021 • Modiv Acquisition Corp. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made and entered into as of [●], 2021, between Modiv Acquisition Corp., a Delaware corporation (the “Company”), and [●] (“Indemnitee”).
STOCK ESCROW AGREEMENTStock Escrow Agreement • March 24th, 2021 • Modiv Acquisition Corp. • Blank checks • New York
This STOCK ESCROW AGREEMENT, dated as of [●], 2021 (this “Agreement”), by and among MODIV ACQUISITION CORP., a Delaware corporation (“Company”), and the initial shareholders listed on the signature pages hereto (collectively, the “Initial Shareholders”) and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, a New York limited liability trust company (“Escrow Agent”).
Modiv Acquisition Corp. Newport Beach, CA 92660 Chardan Capital Markets, LLC New York, NY 10004Underwriting Agreement • March 24th, 2021 • Modiv Acquisition Corp. • Blank checks
This letter agreement (the “Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Modiv Acquisition Corp., a Delaware corporation (the “Company”), and Chardan Capital Markets, LLC, as representative (the “Representative”) of the Underwriters named in Schedule A thereto (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of up to 11,500,000 of the Company’s units (inclusive of up to 1,500,000 units that may be purchased to cover the Underwriters’ option to purchase additional units, if any) (the “Units”), each comprised of one share of common stock of the Company, par value $0.0001 per share (the “Common Stock”), and one warrant, with each warrant being exercisable to purchase one-half (½) share of Common Stock at a price of $11.50 per full share (“Warrant”). Certain capitalized terms used herein are defined in paragraph 14 hereof.
FORM OF SUBSCRIPTION AGREEMENTSubscription Agreement • March 24th, 2021 • Modiv Acquisition Corp. • Blank checks
MODIV ACQUISITION CORP.Office Space and Services Agreement • March 24th, 2021 • Modiv Acquisition Corp. • Blank checks
This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement on Form S-1 (the “Registration Statement”) for the initial public offering (the “IPO”) of the securities of Modiv Acquisition Corp. (the “Company”) and continuing until the earlier of (i) the consummation by the Company of an initial business combination (a “Business Combination”) or (ii) the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), Modiv Venture Fund, LLC (“Sponsor”) shall make available to the Company certain office space, utilities, and secretarial, administrative and consulting services as may be required by the Company from time to time, situated at 120 Newport Center Drive, Newport Beach, CA 92660 (or any successor location). In exchange therefore, the Company shall pay Sponsor a sum equal to $10,000 per month, commencing on the Effective Date
