REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 24th, 2017 • Mosaic Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 18, 2017, is made and entered into by and among Mosaic Acquisition Corp., a Cayman Islands exempted company (the “Company”), Mosaic Sponsor, LLC, a Delaware limited liability company (“Mosaic Sponsor”), and Fortress Mosaic Sponsor LLC, a Delaware limited liability company (together with Mosaic Sponsor, each a “Sponsor” and, collectively, the “Sponsors”) and the undersigned parties listed under Holder on the signature pages hereto (each such party, together with each Sponsor, and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively the “Holders”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • October 24th, 2017 • Mosaic Acquisition Corp. • Blank checks • New York
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • October 24th, 2017 • Mosaic Acquisition Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, effective as of September 26, 2017 (as it may from time to time be amended, this “Agreement”), is entered into by and between Mosaic Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Fortress Mosaic Sponsor LLC, a Delaware limited liability company (the “Purchaser”).
MOSAIC ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY WARRANT AGREEMENT Dated as of September 26, 2017Warrant Agreement • October 24th, 2017 • Mosaic Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of September 26, 2017, is by and between Mosaic Acquisition Corp., a Cayman Islands exempted company (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”).
INDEMNITY AGREEMENTIndemnity Agreement • October 24th, 2017 • Mosaic 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 October 18, 2017 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:
October 18, 2017Letter Agreement • October 24th, 2017 • Mosaic 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”) entered into or proposed to be entered into by and among Mosaic Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Deutsche Bank Securities Inc. and RBC Capital Markets, as representatives (the “Representatives”) of the several underwriters (each, an “Underwriter” and collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of 34,500,000 of the Company’s units (including up to 4,500,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one Class A ordinary share of the Company, par value $0.0001 per share (the “Ordinary Shares”), and one-third of one Warrant. Each whole Warrant (each, a “Warrant”) entitles the holder thereof to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment. The Units shall b
OFFICE SPACE AND RELATED SERVICES AGREEMENTOffice Space and Related Services Agreement • October 24th, 2017 • Mosaic Acquisition Corp. • Blank checks • New York
This OFFICE SPACE AND RELATED SERVICES AGREEMENT (this “AGREEMENT”) is made as of October 18, 2017 by and between Mosaic Strategic Capital LLC, a Delaware limited liability company (“MSC”), and Mosaic Acquisition Corp., a Cayman Islands exempted company (the “Company”) (collectively referred to herein as the “Parties”, and each a “Party”).
SERVICES AGREEMENTServices Agreement • October 24th, 2017 • Mosaic Acquisition Corp. • Blank checks • New York
This Services Agreement (this “Agreement”), dated as of October 18, 2017, is entered into between Mosaic Acquisition Corporation, a Delaware Corporation with its principal office at 375 Park Avenue , New York, NY 10152 (“Mosaic”), CFO Bullpen LLC, a New Hampshire limited liability company (“Consultant”) and, solely for purposes of Sections 1 and 6 hereof, William H. Mitchell (“Mitchell”).
