INDEMNITY AGREEMENTIndemnification Agreement • March 30th, 2021 • Healthwell Acquisition Corp. I • Blank checks • New York
This INDEMNITY AGREEMENT (this “Agreement”) is made as of February 2021, by and between Healthwell Acquisition Corp. I, a Delaware corporation (the “Company”), and [_________] (“Indemnitee”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • March 30th, 2021 • Healthwell Acquisition Corp. I • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of [__], 2021 by and between Healthwell Acquisition Corp. I, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • March 30th, 2021 • Healthwell Acquisition Corp. I • 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 Healthwell Acquisition Corp. I, a Delaware corporation (the “Company”), and Healthwell Acquisition Corp I Sponsor, LLC, a Delaware limited liability company (the “Purchaser”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 30th, 2021 • Healthwell Acquisition Corp. I • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [__], 2021, is made and entered into by and among Healthwell Acquisition Corp. I, a Delaware corporation (the “Company”) and Healthwell Acquisition Corp. I 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”).
Healthwell Acquisition Corp. I Winnetka, IL 60093Underwriting Agreement • March 30th, 2021 • Healthwell Acquisition Corp. I • 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 between Healthwell Acquisition Corp. I, a Delaware corporation (the “Company”), and Jefferies LLC, as representative (the “Representative”) of the several underwriters (each, an “Underwriter” and collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”) of up to 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 share of the Company’s Class A common stock, par value $0.0001 per share (the “Class A Common Stock”), and one-half of one redeemable warrant. Each whole warrant (each, a “Public 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 described in the Prospectus (as defined bel
FORM OF WARRANT AGREEMENT Between HEALTHWELL ACQUISITION CORP. I and CONTINENTAL STOCK TRANSFER & TRUST COMPANYWarrant Agreement • March 30th, 2021 • Healthwell Acquisition Corp. I • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of [__], 2021, is by and between Healthwell Acquisition Corp. I, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (in such capacity, the “Warrant Agent”).
February 10, 2021Securities Subscription Agreement • March 30th, 2021 • Healthwell Acquisition Corp. I • Blank checks • New York
Healthwell Acquisition Corp. I, a Delaware corporation (the “Company,” “we” or “us”), is pleased to accept the offer made by Healthwell Acquisition Corp. I Sponsor LLC, a Delaware limited liability company (“Subscriber” or “you”), to purchase 7,187,500 shares (the “Shares”) of Class B common stock of the Company, $0.0001 par value per share (“Common Stock”), up to 937,500 of which are subject to forfeiture by you to the extent that the underwriters of the initial public offering (“IPO”) of the Company’s units, each comprised of one share of Common Stock and one, or a portion of one, warrant to purchase one share of Common Stock (“Units”), do not fully exercise their option to purchase additional Units to cover over-allotments, if any (the “Over-allotment Option”). The terms of the sale by the Company of the Shares to Subscriber, and the Company and Subscriber’s agreements regarding the Shares, are as follows:
25,000,000 Units Healthwell Acquisition Corp. I UNDERWRITING AGREEMENTUnderwriting Agreement • March 30th, 2021 • Healthwell Acquisition Corp. I • Blank checks • New York
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • March 30th, 2021 • Healthwell Acquisition Corp. I • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of February 22, 2021, by and among Healthwell Acquisition Corp. I, a Delaware corporation (the “Company”), Healthwell Acquisition Corp. I Sponsor LLC, a Delaware limited partnership (the “Sponsor”) and Peterson Partners, a Utah corporation (the “Purchaser”).
FORM OF SUBSCRIPTION AGREEMENTSubscription Agreement • March 30th, 2021 • Healthwell Acquisition Corp. I • Blank checks
This Subscription Agreement (this “Agreement”), dated as of February __, 20211, is entered into by and between Healthwell Acquisition Corp. I Sponsor LLC, a Delaware limited liability company (the “Company”), and the undersigned subscriber (“Subscriber”).
