REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 18th, 2021 • Gefen Landa Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [•], 2021, is made and entered into by and among Gefen Landa Acquisition Corp., a Cayman Islands exempted company (the “Company”), DBW Holdings Sponsor LP, an Israeli limited partnership, Landa Vision Partners LP, an Israeli limited partnership, and Gefen Landa Holdings LP, a Cayman Islands exempted limited partnership (each a “Sponsor”, and collectively, the “Sponsors”), and any other parties listed on the signature pages hereto (together with the Sponsors and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, the “Holders” and, each, a “Holder”).
WARRANT AGREEMENT GEFEN LANDA ACQUISITION CORP. and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC Dated [•], 2021Warrant Agreement • March 18th, 2021 • Gefen Landa Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated [•], 2021, is by and between Gefen Landa Acquisition Corp., a Cayman Islands exempted company (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company, as warrant agent (in such capacity, the “Warrant Agent”).
25,000,000 Units GEFEN LANDA ACQUISITION CORP. Units, each consisting of one Class A ordinary share, U.S. $0.0001 par value, and one-third of one warrant UNDERWRITING AGREEMENTUnderwriting Agreement • March 18th, 2021 • Gefen Landa Acquisition Corp. • Blank checks • New York
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • March 18th, 2021 • Gefen Landa Acquisition Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [•], 2021 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and between Gefen Landa Acquisition Corp., a Cayman Islands exempted company (the “Company”), and the undersigned (each a “Purchaser”, and collectively, the “Purchasers”).
Gefen Landa Acquisition Corp. Hertzliya, Israel 4676670Letter Agreement • March 18th, 2021 • Gefen Landa 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 by and between Gefen Landa Acquisition Corp., a Cayman Islands exempted company (the “Company”), and BofA Securities, Inc. and Guggenheim Securities, LLC, as the representatives (the “Representatives”) of the several underwriters named therein (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of 28,750,000 of the Company’s units (including up to 3,750,000 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 (each, an “Ordinary Share”), 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 shall be sold in the Public Offe
INVESTMENT MANAGEMENT TRUST AGREEMENTTrust Agreement • March 18th, 2021 • Gefen Landa Acquisition Corp. • Blank checks • New York
