INDEMNITY AGREEMENTIndemnification Agreement • March 16th, 2021 • Levere Holdings Corp. • Blank checks • New York
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [●], 2021, by and between Levere Holdings Corp., a Cayman Islands exempted company (the “Company”), and [●] (“Indemnitee”).
REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENTRegistration and Shareholder Rights Agreement • March 16th, 2021 • Levere Holdings Corp. • Blank checks • New York
THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of [•], 2021, is made and entered into by and among Levere Holdings Corp., a Cayman Islands exempted company (the “Company”), Goggo Network GmbH, a German private limited liability company (the “Sponsor”), and the undersigned parties listed under Holder on the signature page hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively the “Holders”).
Levere Holdings Corp. PO Box 1093, Boundary Hall Cricket Square, Grand Cayman KY1-1102, Cayman IslandsUnderwriting Agreement • March 16th, 2021 • Levere Holdings 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 by and among Levere Holdings Corp., a Cayman Islands exempted company (the “Company”), Citigroup Global Markets Inc. and Deutsche Bank Securities Inc., as underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”) of the Company’s units (including up to 3,750,000 units that may be purchased pursuant to the Underwriters’ option to purchase additional units, the “Units”), each comprising of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-third of one redeemable warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder thereof to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment. The Units will be sold in the Public Offering pursuant to a registration statement on Form S-l and a
WARRANT AGREEMENT LEVERE HOLDINGS CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated [●], 2021Warrant Agreement • March 16th, 2021 • Levere Holdings Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated [●], 2021, is by and between Levere Holdings Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTWarrant Purchase Agreement • March 16th, 2021 • Levere Holdings 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 [●], 2021, is entered into by and between Levere Holdings Corp., a Cayman Islands exempted company (the “Company”), and Goggo Network GmbH, a German private limited liability company (the “Purchaser”).
Levere Holdings Corp. 25,000,000 Units Underwriting AgreementUnderwriting Agreement • March 16th, 2021 • Levere Holdings Corp. • Blank checks • New York
Levere Holdings Corp., a Cayman Islands exempted company (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (collectively, the “Underwriters”) an aggregate of 25,000,000 units (the “Firm Units”) of the Company and, at the election of the Underwriters, up to 3,750,000 additional units, if any (the “Optional Units”, the Optional Units, together with the Firm Units that the Underwriters elect to purchase pursuant to Section 2 hereof being hereinafter called the “Units”).
Levere Holdings Corp. PO Box 1093, Boundary Hall, Cricket Square, Grand Cayman, KY1-1102, Cayman IslandsSecurities Purchase Agreement • March 16th, 2021 • Levere Holdings Corp. • Blank checks • New York
This agreement (this “Agreement”) is entered into on March 15, 2021 by and between Levere Holding GG Ltd, a private company limited by shares incorporated in England (the “Seller” or “you”), Goggo Network GmbH, a German private limited liability company (the “Buyer”) and Levere Holdings Corp., a Cayman Islands exempted company (the “Company”). Pursuant to the terms hereof, the Buyer hereby accepts the offer the Seller has made to sell and transfer 6,413,571 Class B ordinary shares, $0.0001 par value per share (the “Shares”) of the Company to the Buyer, up to 937,500 of which are subject to surrender and cancellation by the Company 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 Buyer and the Seller’s agreements regarding such Shares are as follows:
LEVERE HOLDINGS CORP. PO Box 1093, Boundary Hall Cricket Square, Grand Cayman KY1-1102, Cayman IslandsSponsorship Agreement • March 16th, 2021 • Levere Holdings Corp. • Blank checks • New York
