REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 2nd, 2021 • Anthemis Digital Acquisitions I Corp • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 27, 2021, is made and entered into by and among Anthemis Digital Acquisitions I Corp, a Cayman Islands exempted limited partnership (the “Company”), Anthemis Digital Acquisitions I Sponsor LP, a Cayman Islands 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 5.2 of this Agreement, a “Holder” and collectively the “Holders”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • November 2nd, 2021 • Anthemis Digital Acquisitions I Corp • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of October 27, 2021 by and between Anthemis Digital Acquisitions I Corp, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York Corporation (the “Trustee”).
WARRANT AGREEMENT between ANTHEMIS DIGITAL ACQUISITIONS I CORP and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated October 27, 2021Warrant Agreement • November 2nd, 2021 • Anthemis Digital Acquisitions I Corp • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated October 27, 2021, is by and between Anthemis Digital Acquisitions I Corp, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (in such capacity, the “Warrant Agent”).
October 27, 2021 Anthemis Digital Acquisitions I Corp 122 Hudson Street, 3rd Floor New York, New York 10013 Re: Initial Public Offering Ladies and Gentlemen:Underwriting Agreement • November 2nd, 2021 • Anthemis Digital Acquisitions I Corp • Blank checks • New York
Shares included in the Units issued in the Public Offering; (v) “Public Shares” shall mean the Ordinary Shares included in the Units issued in the Public Offering; (vi) “Trust Account” shall mean the trust account into which a portion of the net proceeds of the Public Offering and the sale of the Private Placement Warrants shall be deposited; (vii) “Transfer” shall mean the (a) sale of, offer to sell, contract or agreement to sell, hypothecate, pledge, grant of any option to purchase or otherwise dispose of or agreement to dispose of, directly or indirectly, or establishment or increase of a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, and the rules and regulations of the Commission promulgated thereunder with respect to, any security, (b) entry into any swap or other arrangement that transfers to another, in whole or in part, any of the economic cons
20,000,000 Units ANTHEMIS DIGITAL ACQUISITIONS I CORP ($10.00 per Unit) UNDERWRITING AGREEMENTUnderwriting Agreement • November 2nd, 2021 • Anthemis Digital Acquisitions I Corp • Blank checks • New York
Anthemis Digital Acquisitions I Corp, a Cayman Islands exempted company (the “Company”), proposes to sell 20,000,000 units (the “Firm Units”), each unit consisting of one Class A ordinary share, par value $0.0001 per share (the “Ordinary Shares”), of the Company and one-half of one redeemable warrant (the “Public Warrants”). In addition, solely for the purpose of covering over-allotments, the Company proposes to grant to the underwriters named in Schedule I (the “Underwriters”) attached to this agreement (this “Agreement”) an option to purchase from the Company up to 3,000,000 units on the terms set forth in Section 2 of this Agreement (the “Additional Units”). The Firm Units and the Additional Units, if purchased, are hereinafter collectively called the “Units.” This Agreement is to confirm the agreement concerning the purchase of the Units from the Company by the Underwriters. To the extent that there are no additional Underwriters listed on Schedule I, the term Underwriters as used
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTWarrant Purchase Agreement • November 2nd, 2021 • Anthemis Digital Acquisitions I Corp • Blank checks • 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 October 27, 2021, is entered into by and between Anthemis Digital Acquisitions I Corp, a Cayman Islandsexempted company (the “Company”), and Anthemis Digital Acquisitions I Sponsor LP, a Cayman Islands exempted limited partnership (the “Purchaser”).
