WARRANT AGREEMENTWarrant Agreement • October 8th, 2021 • Opy Acquisition Corp. I • Blank checks • New York
This WARRANT AGREEMENT (this “Agreement”) is made as of ________, 2021 between OPY Acquisition Corp. I, a Delaware corporation, with offices at 85 Broad Street, New York, New York, 10004 (“Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, with offices at 1 State Street, New York, New York 10004, as warrant agent (“Warrant Agent”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • October 8th, 2021 • Opy Acquisition Corp. I • Blank checks • New York
OPY ACQUISITION CORP. I UNDERWRITING AGREEMENTUnderwriting Agreement • October 8th, 2021 • Opy Acquisition Corp. I • Blank checks • New York
The undersigned, OPY Acquisition Corp. I, a Delaware corporation (the “Company”), hereby confirms its agreement with Oppenheimer & Co. Inc. (the “Representative”) and with the underwriters named on Schedule A hereto (if any), for which the Representative is acting as representative (the Representative and such other underwriters being collectively referred to herein as the “Underwriters” or, each underwriter individually, an “Underwriter,” provided that if only the Representative is listed on Schedule A, any references to Underwriters shall refer exclusively to the Representative), as follows:
INDEMNITY AGREEMENTIndemnity Agreement • October 8th, 2021 • Opy Acquisition Corp. I • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of _________, 2021, by and between OPY Acquisition Corp. I, a Delaware corporation (the “Company”), and __________________ (“Indemnitee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 8th, 2021 • Opy 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 OPY Acquisition Corp. I, a Delaware corporation (the “Company”), OPY Acquisition LLC I, 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, members of the Sponsor and 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”).
PRIVATE PLACEMENT WARRANTS SUBSCRIPTION AGREEMENTPrivate Placement Warrants Subscription Agreement • October 8th, 2021 • Opy Acquisition Corp. I • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS SUBSCRIPTION 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 OPY Acquisition Corp. I, a Delaware corporation (the “Company”) and OPY Acquisition LLC I, a Delaware limited liability company (the “Purchaser”).
OPY Acquisition Corp. I New York, New York 10004Underwriting Agreement • October 8th, 2021 • Opy Acquisition Corp. I • Blank checks
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) by and between OPY Acquisition Corp. I, a Delaware corporation (the “Company”), and Oppenheimer & Co., Inc. (the “Underwriter”), relating to an underwritten initial public offering (the “Public Offering”), of up to 11,500,000 of the Company’s units (including up to 1,500,000 units that may be purchased to cover the Underwriter’s option to purchase additional units, if any) (the “Units”), each comprised of one share of common stock of the Company, par value $0.0001 per share (“Common Stock”), and one-half of one redeemable warrant (each whole warrant, a “Warrant”). Each whole Warrant entitles the holder thereof to purchase one share of Common Stock at a price of $11.50 per share, subject to adjustment. The Units will be sold in the Public Offering pursuant to a registration statement on Form S-1 and prospectus (the “Prospectus”) filed by the Compan
ContractPromissory Note • October 8th, 2021 • Opy Acquisition Corp. I • Blank checks
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
Oppenheimer & Co. Inc. 85 Broad Street 25th Floor New York, NY 10004 Phone 212-668-8000 Transacts Business on All Principal ExchangesAdvisory Agreement • October 8th, 2021 • Opy Acquisition Corp. I • Blank checks • New York
This is to confirm our agreement whereby OPY Acquisition Corp. I, a Delaware corporation (“Company”), has requested Oppenheimer & Co. Inc. (the “Advisor”) to assist it in connection with the Company merging with, acquiring shares of, engaging in a share exchange, share reconstruction, recapitalization and amalgamation, purchasing all or substantially all of the assets of, entering into contractual arrangements, or engaging in any other similar business combination (in each case, a “Business Combination”) with one or more businesses or entities (each a “Target”) as described in the Company’s Registration Statement on Form S-1 (File No. 333-[________]) filed with the Securities and Exchange Commission (“Registration Statement”) in connection with its initial public offering (“IPO”).
SUBSCRIPTION AGREEMENTSubscription Agreement • October 8th, 2021 • Opy Acquisition Corp. I • Blank checks
The undersigned hereby subscribes for 2,875,000 shares of common stock (the “Shares”) of the Company. In consideration for the issue of the Shares, the undersigned hereby agrees and undertakes to pay $25,000 to the Company.
OPY Acquisition Corp. IAdministrative Services Agreement • October 8th, 2021 • Opy Acquisition Corp. I • Blank checks • New York
This letter agreement by and between OPY Acquisition Corp. I (the “Company”) and ____________ (“Provider”), dated as of the date hereof, will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the Registration Statement on Form S-1 filed with the U.S. Securities and Exchange Commission (the “Registration Statement”) for the Company’s initial public offering and continuing until the earlier of the consummation by the Company of an initial business combination or the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”):
