Blockchain Coinvestors Acquisition Corp. ISecurities Subscription Agreement • August 26th, 2021 • Blockchain Coinvestors Acquisition Corp. I • Delaware
This agreement (the “Agreement”) is entered into on July 2, 2021 by and between Blockchain Coinvestors Acquisition Sponsors I LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Blockchain Coinvestors Acquisition Corp. I, a Cayman Islands exempted company (the “Company,” “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 8,625,000 shares of Class B ordinary shares, $0.0001 par value per share (the “Shares”), up to 1,125,000 of which are subject to surrender and cancellation 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:
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • August 26th, 2021 • Blockchain Coinvestors Acquisition Corp. I • 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 Blockchain Coinvestors Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), and Blockchain Coinvestors Acquisition Sponsors I LLC, a Delaware limited liability company (the “Purchaser”).
WARRANT AGREEMENT BLOCKCHAIN COINVESTORS ACQUISITION CORP. I and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated [●], 2021Warrant Agreement • August 26th, 2021 • Blockchain Coinvestors Acquisition Corp. I • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated [ ], 2021, is by and between Blockchain Coinvestors 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”).
REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENTRegistration and Shareholder Rights Agreement • August 26th, 2021 • Blockchain Coinvestors 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 Blockchain Coinvestors Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), Blockchain Coinvestors Acquisition Sponsors I LLC, a Delaware 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”).
Blockchain Coinvestors Acquisition Corp. I PO Box 1093, Boundary Hall Cricket Square, Grand Cayman KY1-1102, Cayman IslandsUnderwriting Agreement • August 26th, 2021 • Blockchain Coinvestors Acquisition Corp. I • Delaware
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Blockchain Coinvestors Acquisition Corp. I, a Cayman Islands exempted company (the “Company”) and Cantor Fitzgerald & Co. and Moelis and Company[, as representatives (the “Representatives”) 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 up to 3,750,000 units that may be purchased pursuant to the Underwriters’ option to purchase additional units, the “Units”), each comprising 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
FORM OF INDEMNITY AGREEMENTIndemnification & Liability • August 26th, 2021 • Blockchain Coinvestors Acquisition Corp. I • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [ ], 2021, by and between Blockchain Coinvestors Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), and [ ] (“Indemnitee”).
UNDERWRITING AGREEMENT between BLOCKCHAIN COINVESTORS ACQUISITION CORP. I, CANTOR FITZGERALD & CO. and MOELIS & COMPANY LLC Dated: [•], 2021Underwriting Agreement • August 26th, 2021 • Blockchain Coinvestors Acquisition Corp. I • New York
The undersigned, Blockchain Coinvestors Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), hereby confirms its agreement with Cantor Fitzgerald & Co. (“Cantor Fitzgerald”) and Moelis & Company LLC (“Moelis” and together with Cantor Fitzgerald, the “Representatives”) with the other underwriters named on Schedule A hereto (if any), for which the Representatives are acting as representatives (the Representatives and such other underwriters being collectively referred to herein as the “Underwriters” or, each underwriter individually, an “Underwriter”) as follows:
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • August 26th, 2021 • Blockchain Coinvestors Acquisition Corp. I • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of [●], 2021 by and between Blockchain Coinvestors Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
BLOCKCHAIN COINVESTORS ACQUISITION CORP. IOffice Space and Administrative Services Agreement • August 26th, 2021 • Blockchain Coinvestors Acquisition Corp. I
