REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 26th, 2021 • VPC Impact Acquisition Holdings III, Inc. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of , 2021, is made and entered into by and among VPC Impact Acquisition Holdings III, Inc., a Delaware corporation (the “Company”), VPC Impact Acquisition Holdings Sponsor III, LLC, a Delaware limited liability company (the “Sponsor”) and each of the undersigned parties listed on the signature page hereto under “Holders” (each such party, together with the 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 • February 26th, 2021 • VPC Impact Acquisition Holdings III, Inc. • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of , 2021 by and between VPC Impact Acquisition Holdings III, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
VPC IMPACT ACQUISITION HOLDINGS III, INC.Securities Subscription Agreement • February 26th, 2021 • VPC Impact Acquisition Holdings III, Inc. • Blank checks • New York
This agreement (the “Agreement”) is entered into as of January 19, 2021 by and between VPC Impact Acquisition Holdings Sponsor III, LLC, a Delaware limited liability company (the “Subscriber” or “you”), and VPC Impact Acquisition Holdings III, Inc., 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 6,468,750 shares of Class B common stock, $0.0001 par value per share (the “Shares”), up to 843,750 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:
INDEMNITY AGREEMENTIndemnity Agreement • February 26th, 2021 • VPC Impact Acquisition Holdings III, Inc. • Blank checks • Delaware
This INDEMNITY AGREEMENT (this “Agreement”) is made as of , 2021, by and between VPC IMPACT ACQUISITION HOLDINGS III, INC., a Delaware corporation (the “Company”), and (“Indemnitee”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • February 26th, 2021 • VPC Impact Acquisition Holdings III, Inc. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of , 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between VPC Impact Acquisition Holdings III, Inc., a Delaware corporation (the “Company”), and VPC Impact Acquisition Holdings Sponsor III, LLC, a Delaware limited liability company (the “Purchaser”).
VPC Impact Acquisition Holdings III, Inc. c/o Victory Park Capital Advisors, LLC Chicago, IL 60606Underwriting Agreement • February 26th, 2021 • VPC Impact Acquisition Holdings III, Inc. • Blank checks
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among VPC Impact Acquisition Holdings III, Inc. a Delaware corporation (the “Company”), Jefferies LLC and Citigroup Global Markets Inc., 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 up to 25,875,000 of the Company’s units (including up to 3,375,000 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 “Class A Common Stock”), and one-fourth of one redeemable warrant. Each whole warrant (each, a “Warrant”) entitles the holder thereof to purchase one share of Class A Common Stock at a price of $11.50 per share, subject to adjustment as describ
WARRANT AGREEMENTWarrant Agreement • February 26th, 2021 • VPC Impact Acquisition Holdings III, Inc. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of , 2021, is by and between VPC Impact Acquisition Holdings III, Inc. a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent,” and also referred to herein as the “Transfer Agent”).
22,500,000 Units VPC Impact Acquisition Holdings III, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • February 26th, 2021 • VPC Impact Acquisition Holdings III, Inc. • Blank checks • New York
VPC IMPACT ACQUISITION HOLDINGS III, INC. c/o Victory Park Capital Advisors, LLC Chicago, Illinois 60606Administrative Services Agreement • February 26th, 2021 • VPC Impact Acquisition Holdings III, Inc. • Blank checks • New York
This letter agreement (this “Agreement”) by and between VPC Impact Acquisition Holdings III, Inc. (the “Company”) and VPC Impact Acquisition Holdings Sponsor III, LLC (the “Sponsor”), dated as of the date hereof, will confirm our agreement that, commencing on the date the securities of the Company are first listed on the Nasdaq Capital Market (the “Listing Date”), pursuant to a Registration Statement on Form S-1 and prospectus filed with the U.S. Securities and Exchange Commission (the “Registration Statement”) and continuing until the earlier of the consummation by the Company of an initial business combination or the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”):
Dated January 14, 2021 Promissory Note Principal Amount: $300,000 between VPC Impact Acquisition Holdings III, Inc. as Maker and VPC Impact Acquisition Holdings Sponsor III, LLC as PayeePromissory Note • February 26th, 2021 • VPC Impact Acquisition Holdings III, Inc. • Blank checks • New York
THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
