AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 22nd, 2013 • Andina Acquisition Corp • Blank checks • Delaware
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of [__________], 2013, by and among [Andina Acquisition Corporation]1, a [company organized under the laws of the Cayman Islands] (the “Company”), and the parties named on the Schedule of Investors attached hereto.
ADDITIONAL SHARES ESCROW AGREEMENTAdditional Shares Escrow Agreement • August 22nd, 2013 • Andina Acquisition Corp • Blank checks • New York
ADDITIONAL SHARES ESCROW AGREEMENT (“Agreement”) dated [_________], 2013 by and among [Andina Acquisition Corporation]1, a Cayman Islands corporation (“Parent”), [______], acting as the representative of the recipients (the “Recipients”) of the Parent Ordinary Shares (the “Representative”), [ ], acting as the committee (the “Committee”) representing the interests of Parent, and Continental Stock Transfer & Trust Company, as escrow agent (the “Escrow Agent”). Capitalized terms used herein that are not otherwise defined herein shall have the meanings ascribed to them in the Merger Agreement (as defined below).
INDEMNITY ESCROW AGREEMENTIndemnification Agreement • August 22nd, 2013 • Andina Acquisition Corp • Blank checks • New York
INDEMNITY ESCROW AGREEMENT (“Agreement”) dated [_________], 2013 by and among [Andina Acquisition Corporation]1, a Cayman Islands corporation (“Parent”), [_________], acting as the representative of the recipients of the Parent Ordinary Shares (the “Representative”), [_________], acting as the committee (the “Committee”) representing the interests of Parent, and Continental Stock Transfer & Trust Company, as escrow agent (the “Escrow Agent”). Capitalized terms used herein that are not otherwise defined herein shall have the meanings ascribed to them in the Merger Agreement (as defined below).
LOCK-UP AGREEMENTLock-Up Agreement • August 22nd, 2013 • Andina Acquisition Corp • Blank checks • New York
Reference is hereby made to that certain Agreement and Plan of Reorganization (the “Merger Agreement”), dated as of [____________], 2013, by and among Andina Acquisition Corporation (n/k/a [_________]) (“Parent”), Andina Merger Sub, Inc., Tecnoglass S.A. and C.I. Energia Solar S.A. E.S. Windows. Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Merger Agreement.
AGREEMENT AND PLAN OF REORGANIZATION BY AND AMONG ANDINA ACQUISITION CORPORATION, ANDINA MERGER SUB, INC., TECNOGLASS S.A. AND DATED AS OF AUGUST 17, 2013Merger Agreement • August 22nd, 2013 • Andina Acquisition Corp • Blank checks • New York
