UNDERWRITING AGREEMENT between COLLECTIVE GROWTH CORPORATION and CANTOR FITZGERALD & CO. Dated: [______], 2020 COLLECTIVE GROWTH CORPORATION UNDERWRITING AGREEMENTUnderwriting Agreement • March 11th, 2020 • Collective Growth Corp • Blank checks • New York
Contract Type FiledMarch 11th, 2020 Company Industry JurisdictionThe undersigned, Collective Growth Corporation, a Delaware corporation (the “Company”), hereby confirms its agreement with Cantor Fitzgerald & Co. (“Cantor Fitzgerald” or 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 (provided that to the extent there is only one Underwriter, then all references to Representative and Underwriters shall mean Cantor Fitzgerald, as the Underwriter):
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 11th, 2020 • Collective Growth Corp • Blank checks • New York
Contract Type FiledMarch 11th, 2020 Company Industry JurisdictionTHIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the __ day of ______, 2020, by and among Collective Growth Corporation, a Delaware corporation (the “Company”) and the undersigned parties listed under Investors on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 11th, 2020 • Collective Growth Corp • Blank checks • New York
Contract Type FiledMarch 11th, 2020 Company Industry JurisdictionThis Agreement, made and entered into effective as of the ___ day of _____, 2020 (“Agreement”), by and between Collective Growth Corporation, a Delaware corporation (“Company”), and ____________ (“Indemnitee”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • March 11th, 2020 • Collective Growth Corp • Blank checks • New York
Contract Type FiledMarch 11th, 2020 Company Industry JurisdictionThis Agreement is made as of __________, 2020 by and between Collective Growth Corporation (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”).
WARRANT AGREEMENTWarrant Agreement • March 11th, 2020 • Collective Growth Corp • Blank checks • New York
Contract Type FiledMarch 11th, 2020 Company Industry JurisdictionThis agreement is made as of __________, 2020 between Collective Growth Corporation, a Delaware corporation, with offices at 1805 West Avenue, Austin, Texas 78701 (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 1 State Street, New York, New York 10004 (“Warrant Agent”).
Collective Growth Corporation Cantor Fitzgerald & Co. New York, New York 10022Underwriting Agreement • March 11th, 2020 • Collective Growth Corp • Blank checks
Contract Type FiledMarch 11th, 2020 Company IndustryThis letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Collective Growth Corporation, a Delaware corporation (the “Company”), and Cantor Fitzgerald & Co. 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 Class A common stock, par value $0.0001 per share (the “Common Stock”), and one-half of one warrant, each whole warrant exercisable for one share of Common Stock (each, a “Warrant”). Certain capitalized terms used herein are defined in paragraph 11 hereof.
COLLECTIVE GROWTH CORPORATIONCollective Growth Corp • March 11th, 2020 • Blank checks
Company FiledMarch 11th, 2020 IndustryThis 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 Collective Growth 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 of the trust account established in connection with the IPO (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), Ocelot Capital Management 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 1805 West Avenue, Austin, Texas 78701 (or any successor location). In exchange therefore, the Company shall pay Ocelot Capital Management LLC the sum of $10,000 per month on the Effective Date and continui
Collective Growth CorporationServices Agreement • March 11th, 2020 • Collective Growth Corp • Blank checks • New York
Contract Type FiledMarch 11th, 2020 Company Industry JurisdictionThis letter agreement by and between Collective Growth Corporation (the “Company”) and Tim Saunders, dated as of the date hereof, will confirm our agreement that, commencing on the date the securities of the Company are first listed on the Nasdaq Capital Market (the “Listing Date”), pursuant to a Registration Statement on Form S-1 and prospectus filed with the Securities and Exchange Commission (the “Registration Statement”) and continuing until the earlier of the consummation by the Company of an initial business combination (“Business Combination”) or the Company’s liquidation of the trust account (the “Trust Account”) established in connection with the Company’s initial public offering (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), Mr. Saunders shall serve as the Company’s Chief Financial Officer and provide services to the Company customarily provided by other similar chief financial officers. In exch