12,000,000 Units MERIDA MERGER CORP. I UNDERWRITING AGREEMENTUnderwriting Agreement • November 7th, 2019 • Merida Merger Corp. I • Blank checks • New York
Merida Merger Corp. I, a Delaware corporation (the “Company”), hereby confirms its agreement with EarlyBirdCapital, Inc. (the “Representative”) and with the other 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”) as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 7th, 2019 • Merida Merger Corp. I • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the 4th day of November, 2019, by and among Merida Merger Corp. I, a Delaware corporation (the “Company”), and the undersigned parties listed under Investors on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • November 7th, 2019 • Merida Merger Corp. I • Blank checks • New York
This Agreement is made as of November 4, 2019 by and between Merida Merger Corp. I (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”).
EARLYBIRDCAPITAL, INC. 366 Madison Avenue New York, New York 10017Advisory Agreement • November 7th, 2019 • Merida Merger Corp. I • Blank checks • New York
This is to confirm our agreement whereby Merida Merger Corp. I, a Delaware corporation (“Company”), has requested EarlyBirdCapital, Inc. (the “Advisor”) to assist it in connection with the Company entering into a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or 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 Statements on Form S-1 (File Nos. 333-234134 and 333-234499) filed with the Securities and Exchange Commission (collectively, the “Registration Statement”) in connection with its initial public offering (“IPO”).
STOCK ESCROW AGREEMENTStock Escrow Agreement • November 7th, 2019 • Merida Merger Corp. I • Blank checks • New York
STOCK ESCROW AGREEMENT, dated as of November 4, 2019 (“Agreement”), by and among MERIDA MERGER CORP. I, a Delaware corporation (“Company”), the stockholder of the Company listed on Exhibit A hereto (the “Founder”) and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation (“Escrow Agent”).
Merida Merger Corp. IOffice Space and Administrative Services Agreement • November 7th, 2019 • Merida Merger Corp. I • 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 Merida Merger Corp. I (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”), Merida Manager III LLC (the “Affiliate”) 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 641 Lexington Avenue, 18th Floor, New York, NY 10022 (or any successor location). In exchange therefore, the Company shall pay the Affiliate the sum of $10,000 per month on the Effective Date and continuing monthly thereafter until the Termination Date; provide,
WARRANT AGREEMENTWarrant Agreement • November 7th, 2019 • Merida Merger Corp. I • Blank checks • New York
This agreement is made as of November 4, 2019 between Merida Merger Corp. I, a Delaware corporation, with offices at 641 Lexington Avenue, 18th Floor, New York, NY 10022 (“Company”), and Continental Stock Transfer & Trust Company (the “US Warrant Agent”), a New York corporation, with offices at 1 State Street, New York, New York 10004 and TSX Trust Company, a company existing under the laws of Canada with offices at 301 - 100 Adelaide Street, Toronto, Ontario M5H 4H1 (the “Canadian Warrant Agent”) the US Warrant Agent and the Canadian Warrant Agent are each herein referenced to as “Warrant Agent”.
