Standard Contracts
WARRANT AGREEMENT INVESTINDUSTRIAL ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated November 23, 2020Warrant Agreement • August 27th, 2021 • Ermenegildo Zegna Holditalia S.p.A. • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated November 23, 2020, is by and between Investindustrial Acquisition 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”).
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • August 27th, 2021 • Ermenegildo Zegna Holditalia S.p.A. • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of November 18, 2020, by and between Investindustrial Acquisition Corp., a Cayman Islands exempted company (the “Company”), and the party listed as the purchaser on the signature page hereof (the “Purchaser”).
SUBSCRIPTION AGREEMENTSubscription Agreement • August 27th, 2021 • Ermenegildo Zegna Holditalia S.p.A.
This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into as of the date set forth on the signature page hereto, by and among Investindustrial Acquisition Corp., a Cayman Islands exempted company (“IIAC”), Ermenegildo Zegna Holditalia S.p.A., a joint stock company incorporated under Italian law (“Company”) and the undersigned (“Subscriber”).
AMENDMENT NO. 1 TO PUT AGREEMENTPut Agreement • August 27th, 2021 • Ermenegildo Zegna Holditalia S.p.A. • New York
THIS AMENDMENT NO. 1 PUT AGREEMENT (this “Amendment”), dated as of May 13, 2021, is entered into by and between ERMENEGILDO ZEGNA HOLDITALIA S.P.A, an Italian company (“Zegna”), having an office at Via Roma 99-100, 13059 Trivero, Italy and THOM BROWNE, an individual residing at [***] (the “Seller”), and shall be deemed effective as of the date hereof (the “Effective Date”). Capitalized terms used herein but not otherwise defined shall have the meanings ascribed to them in the Put Agreement (as defined below).
PUT AGREEMENTPut Agreement • August 27th, 2021 • Ermenegildo Zegna Holditalia S.p.A. • New York
THIS PUT AGREEMENT (the “Agreement”), dated as of August 25, 2018, is entered into by and between ERMENEGILDO ZEGNA HOLDITALIA S.P.A, an Italian company (“Zegna”), having an office at Via Roma 99-100, 13059 Trivero, Italy and THOM BROWNE, an individual residing at [***] (the “Seller”), and shall be deemed effective as of the Closing Date (as defined in the Purchase Agreement) (the “Effective Date”).
