REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 27th, 2013 • Cambridge Capital Acquisition Corp • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the th day of , 2013, by and among Cambridge Capital Acquisition Corporation, a Delaware corporation (the “Company”) and the undersigned parties listed under Investor on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • November 27th, 2013 • Cambridge Capital Acquisition Corp • Blank checks • New York
WARRANT AGREEMENTWarrant Agreement • November 27th, 2013 • Cambridge Capital Acquisition Corp • Blank checks • New York
Agreement made as of , 20 between Cambridge Capital Acquisition Corporation, a Delaware corporation, with offices at 525 South Flagler Drive, Suite 201 West Palm Beach, Florida 33401 (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (“Warrant Agent”).
Re: Initial Public OfferingUnderwriting Agreement • November 27th, 2013 • Cambridge Capital Acquisition Corp • Blank checks
This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Cambridge Capital Acquisition Corporation, a Delaware corporation (the “Company”), and EarlyBirdCapital, Inc., as Representative (the “Representative”) of the several Underwriters named in Schedule I thereto (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each comprised of one share of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), and one warrant, each warrant exercisable for one share of Common Stock (each, a “Warrant”). Certain capitalized terms used herein are defined in paragraph 15 hereof.
CAMBRIDGE CAPITAL ACQUISITION CORPORATIONCambridge Capital Acquisition Corp • November 27th, 2013 • Blank checks
This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for the initial public offering (the “IPO”) of the securities of Cambridge Capital Acquisition Corporation (the “Company”) and continuing until the earlier of (i) the consummation by the Company of an initial business combination or (ii) the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), Cambridge Capital LLC shall make available to the Company certain office space and administrative and support services as may be required by the Company from time to time, situated at 525 South Flagler Drive, Suite 201, West Palm Beach, FL 33401 (or any successor location). In exchange therefore, the Company shall pay Cambridge Capital LLC the sum of $10,000 per month on the Effective Date and continuing monthly thereafter until the Terminat
STOCK ESCROW AGREEMENTStock Escrow Agreement • November 27th, 2013 • Cambridge Capital Acquisition Corp • Blank checks • New York
STOCK ESCROW AGREEMENT, dated as of , 20 (“Agreement”), by and among CAMBRIDGE CAPITAL ACQUISITION CORPORATION, a Delaware corporation (“Company”), GORDON FAMILY 2007 TRUST, CAMBRIDGE CAPITAL LLC, MICHAEL DURHAM, GANTCHER FAMILY LIMITED PARTNERSHIP, SCOTT LAURANS, BOB HAMMEL, HERB SHEAR, JONATHAN MEEKS, SIDNEY BROWN, DAVID BRODSKY, ELLIOTT BRODSKY, JONATHAN MORRIS and RAMON SUAZO (collectively “Initial Stockholders”) and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation (“Escrow Agent”).
