INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • March 22nd, 2021 • Lazard Healthcare Acquisition Corp. I • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of [●], 2021 by and between Lazard Healthcare Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
LAZARD HEALTHCARE ACQUISITION CORP. I New York, New York 10112Lazard Healthcare Acquisition Corp. I • March 22nd, 2021 • New York
Lazard Healthcare Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), is pleased to accept the offer that LHACo 1 LLC, a Delaware limited liability company (the “Subscriber” or “you”), has made to purchase 7,187,500 of the Company’s Class B ordinary shares (the “Shares”), $0.0001 par value per share (the “Class B Ordinary Shares”), up to 937,500 of which are subject to complete or partial forfeiture by you if the underwriters of the Company’s initial public offering (the “IPO”) do not fully exercise their over-allotment option (the “Over-allotment Option”). For the purposes of this agreement (this “Agreement”), references to “Ordinary Shares” are to, collectively, the Class B Ordinary Shares and the Company’s Class A ordinary shares, $0.0001 par value per share (the “Class A Ordinary Shares”). Pursuant to the Company’s memorandum and articles of association, as amended to the date hereof (the “Articles”), Class B Ordinary Shares will convert into Class A Ordinary Sh
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • March 22nd, 2021 • Lazard Healthcare Acquisition Corp. I • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended, this “Agreement”), dated as of [●], 2021, is entered into by and between Lazard Healthcare Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), and LHACo 1 LLC, a Delaware series limited liability company (the “Purchaser”).
REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENTRegistration and Shareholder Rights Agreement • March 22nd, 2021 • Lazard Healthcare Acquisition Corp. I • New York
THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2021, is made and entered into by and among Lazard Healthcare Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), LHACo 1 LLC, a Delaware series 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”).
Lazard Healthcare Acquisition Corp. I New York, New York 10112 Re: Initial Public Offering Ladies and Gentlemen:Letter Agreement • March 22nd, 2021 • Lazard Healthcare Acquisition Corp. I • 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 Lazard Healthcare Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), Goldman Sachs & Co. LLC, as representative (the “Representative”) of the several underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”) of 28,750,000 of the Company’s units (including 3,750,000 units that may be purchased pursuant to the Underwriters’ option to purchase additional units to cover over-allotments, if any) (the “Units”), each comprised of one share of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Class A Ordinary Shares”), and one-fifth of one redeemable warrant. Each whole Warrant (each, a “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
INDEMNITY AGREEMENTIndemnity Agreement • March 22nd, 2021 • Lazard Healthcare Acquisition Corp. I • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [●], 2021, by and between Lazard Healthcare Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), and [ ] (the “Indemnitee”).
Lazard Healthcare Acquisition Corp. ILazard Healthcare Acquisition Corp. I • March 22nd, 2021
This letter will confirm our agreement that, commencing on the date (the “Effective Date”) that the securities of Lazard Healthcare Acquisition Corp. I (the “Company”) are first listed on the Nasdaq Capital Market and continuing until the earlier of (i) the consummation by the Company of an initial business combination and (ii) the Company’s liquidation (in each case as described in the Registration Statement on Form S-1 (File No. 333-[●]) filed with the Securities and Exchange Commission for the initial public offering (the “IPO”) of the Company’s securities) (such earlier date hereinafter referred to as the “Termination Date”), Lazard Group LLC or an affiliate of Lazard Group LLC (the “Provider”) shall take steps directly or indirectly to make available, or cause to be made available, to the Company certain office space, secretarial and administrative services as may be reasonably required by the Company from time to time, situated at 30 Rockefeller Plaza, New York, New York 10112 (o
WARRANT AGREEMENT between LAZARD HEALTHCARE ACQUISITION CORP. I and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated [●], 2021Warrant Agreement • March 22nd, 2021 • Lazard Healthcare Acquisition Corp. I • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated [●], 2021, is by and between Lazard Healthcare Acquisition Corp. I, 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”).
