INDEMNITY AGREEMENTIndemnity Agreement • December 12th, 2017 • GigCapital, Inc. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of December 7, 2017, by and between GigCapital, Inc., a Delaware corporation (the “Company”), and Avi S. Katz (“Indemnitee”).
GIGCAPITAL, INC. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY WARRANT AGREEMENTWarrant Agreement • December 12th, 2017 • GigCapital, Inc. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of December 12, 2017, is by and between GigCapital, Inc., 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”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • December 12th, 2017 • GigCapital, Inc. • Blank checks • New York
This Agreement is made as of December 12, 2017 by and between GigCapital, Inc. (the “Company”), having its principal office located at 4 Palo Alto Square, Suite 232, 3000 El Camino Real, Palo Alto, CA 94306 and Continental Stock Transfer & Trust Company (the “Trustee”) located at 1 State Street, 30th Floor, New York, New York 10004.
UNIT PURCHASE AGREEMENTUnit Purchase Agreement • December 12th, 2017 • GigCapital, Inc. • Blank checks • New York
THIS UNIT PURCHASE AGREEMENT, dated as of December 7, 2017 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and between GigCapital, Inc., a Delaware corporation (the “Company”), and Irwin Silverberg, an individual having an address at 599 Lexington Avenue, 27th Floor, New York, NY 10022 (the “Purchaser”).
12,500,000 Units GIGCAPITAL, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • December 12th, 2017 • GigCapital, Inc. • Blank checks • New York
GIGCAPITAL, INC. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY RIGHT AGREEMENTRight Agreement • December 12th, 2017 • GigCapital, Inc. • Blank checks • New York
THIS RIGHT AGREEMENT (this “Agreement”) is made as of December 12, 2017 is by and between GigCapital, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Rights Agent”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 12th, 2017 • GigCapital, Inc. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the 7th day of December, 2017, by and among GigCapital, Inc., a Delaware corporation (the “Company”), and the undersigned parties listed under Holders on the signature page hereto (each such party, and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2, a “Holder” and collectively, the “Holders”).
GigCapital, Inc. Palo Alto, CA 94306Letter Agreement • December 12th, 2017 • GigCapital, Inc. • Blank checks • New York
This letter agreement (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between GigCapital, Inc., a Delaware corporation (the “Company”), and Cowen and Company, LLC, as representative (the “Representative”) of the several Underwriters named therein (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each consisting of one share of the Company’s common stock, par value $0.0001 per share (“Common Stock” and such shares included in the Units, “Offering Shares”), one right to receive one-tenth (1/10) of one share of Common Stock (the “Right”) and three-fourths (3/4) of a warrant to purchase one share of Common Stock at a price of $11.50 per share, subject to adjustment (the warrants included in the Units sold, the “Offering Warrants”). Capitalized terms used herein but not defined in context are defined in paragraph 15 he
COWEN AND COMPANY, LLC New York, New York 10022 December 7, 2017GigCapital, Inc. • December 12th, 2017 • Blank checks • New York
This is to confirm our agreement whereby GigCapital, Inc., a Delaware corporation (“Company”), has requested Cowen and Company, LLC and Chardan Capital Markets, LLC (together, the “Advisors” and each an “Advisor”) to assist it in connection with the Company merging with, acquiring, engaging in a share exchange, share reconstruction and amalgamation, purchasing all or substantially all of the assets of, entering into contractual arrangements, or engaging in any other similar business combination (in each case, a “Business Combination”) with one or more businesses or entities (each a “Target”) as described in the Company’s Registration Statement on Form S-1 (File No. 333-221581) filed with the Securities and Exchange Commission (“Registration Statement”) in connection with its initial public offering (“IPO”).
GigCapital, Inc. Palo Alto, CA 94306Letter Agreement • December 12th, 2017 • GigCapital, Inc. • Blank checks • New York
This letter agreement (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between GigCapital, Inc., a Delaware corporation (the “Company”), and Cowen and Company, LLC, as representative (the “Representative”) of the several Underwriters named therein (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each consisting of one share of the Company’s common stock, par value $0.0001 per share (“Common Stock” and such shares included in the Units, “Offering Shares”), one right to receive one-tenth (1/10) of one share of Common Stock (the “Right”) and three-fourths (3/4) of a warrant to purchase one share of Common Stock at a price of $11.50 per share, subject to adjustment (the warrants included in the Units sold, the “Offering Warrants”). Capitalized terms used herein but not defined in context are defined in paragraph 12 he
OMNIBUS SECOND AMENDMENT TO FOUNDER SHARE SUBSCRIPTION AGREEMENTSAgreements • December 12th, 2017 • GigCapital, Inc. • Blank checks • New York
THIS SECOND AMENDMENT TO FOUNDER SHARES SUBSCRIPTION AGREEMENTS (this “Second Amendment”), dated this 7th day of December, 2017, between GigCapital, Inc., a Delaware corporation (the “Company”), on the one hand, and each of GigAcquisitions, LLC, a Delaware limited liability company (“Sponsor”), Cowen Investments, LLC, a Delaware limited liability company (“Cowen Investments”), Irwin Silverberg (“Silverberg”), and Jeffrey Bernstein (“Bernstein” and, collectively with Sponsor, Cowen Investments and Silverberg, the “Founders”), on the other hand, is to evidence:
