0001193125-20-270311 Sample Contracts

FORM OF INDEMNITY AGREEMENT
Indemnification Agreement • October 15th, 2020 • Tastemaker Acquisition Corp. • Blank checks • Delaware

THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [ ], 2020, by and between Tastemaker Acquisition Corp., a Delaware corporation (the “Company”), and (“Indemnitee”).

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INVESTMENT MANAGEMENT TRUST AGREEMENT
Investment Management Trust Agreement • October 15th, 2020 • Tastemaker Acquisition Corp. • Blank checks • New York

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

Tastemaker Acquisition Corp. Floor 31 New York, NY 10019
Securities Subscription Agreement • October 15th, 2020 • Tastemaker Acquisition Corp. • Blank checks • New York

This agreement (the “Agreement”) is entered into on August 10, 2020 by and between Tastemaker Sponsor LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Tastemaker Acquisition Corp., a Delaware corporation (the “Company”, “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 5,750,000 shares of Class B common stock, $0.0001 par value per share (the “Shares”), up to 750,000 of which are subject to forfeiture by you if the underwriters of the initial public offering (“IPO”) of units (“Units”) of the Company, do not fully exercise their over-allotment option (the “Over-allotment Option”). The Company and the Subscriber’s agreements regarding such Shares are as follows:

WARRANT AGREEMENT between TASTEMAKER ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY
Warrant Agreement • October 15th, 2020 • Tastemaker Acquisition Corp. • Blank checks • New York

THIS WARRANT AGREEMENT (this “Agreement”), dated as of [ ], 2020, is by and between Tastemaker 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”).

PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT
Warrant Purchase Agreement • October 15th, 2020 • Tastemaker Acquisition Corp. • Blank checks • New York

THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of October [ ], 2020, is entered into by and between Tastemaker Acquisition Corp., a Delaware corporation (the “Company”), and Tastemaker Sponsor LLC, a Delaware limited liability company (the “Purchaser”).

Tastemaker Acquisition Corp. New York, NY 10019 Re: Initial Public Offering Ladies and Gentlemen:
Underwriting Agreement • October 15th, 2020 • Tastemaker 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 among Tastemaker Acquisition Corp., a Delaware corporation (the “Company”), Stifel, Nicolaus & Company, Incorporated, as representative (the “Representative”) of the several underwriters named therein (collectively, the “Underwriters”), 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 to cover over-allotments, if any) (the “Units”), each comprised of one share of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”), and one-half 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 r

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • October 15th, 2020 • Tastemaker Acquisition Corp. • Blank checks • New York

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [ ], 2020, is made and entered into by and between Tastemaker Acquisition Corp., a Delaware corporation (the “Company”) and Tastemaker Sponsor LLC, a Delaware limited liability company (the “Sponsor” and, together with 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”).

TASTEMAKER ACQUISITION CORP.
Services Agreement • October 15th, 2020 • Tastemaker Acquisition Corp. • Blank checks • New York

This letter agreement by and between Tastemaker Acquisition Corp. (the “Company”) and Tastemaker Sponsor LLC (the “Provider”), dated as of the date of this letter agreement, will confirm our agreement that, commencing on the date the Registration Statement on Form S-1 and prospectus filed with the U.S. Securities and Exchange Commission (File No. 333-249278) (the “Registration Statement”) is declared effective (the “Effective Date”) and continuing until the earliest of (a) the consummation by the Company of an initial business combination, (b) the Company’s liquidation and (c) the 24-month anniversary of the Effective Date (such earliest date hereinafter referred to as the “Termination Date”) (in the case of clauses (a) and (b), as described in the Registration Statement.

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