7,500,000 Units Industrial Tech Acquisitions, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • August 26th, 2020 • Industrial Tech Acquisitions, Inc. • Blank checks • New York
The undersigned, Industrial Tech Acquisitions, Inc., a Delaware corporation (“Company”), hereby confirms its agreement with Maxim Group LLC (hereinafter referred to as “you”, “Maxim”, or as the “Representative”) and with the other underwriters named on Schedule A hereto for which you are acting as representative (the Representative and the other Underwriters being collectively referred to herein as the “Underwriters” or, individually, an “Underwriter”), as follows:
WARRANT AGREEMENTWarrant Agreement • August 26th, 2020 • Industrial Tech Acquisitions, Inc. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of [____], 2020, is by and between Industrial Tech Acquisitions, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
Industrial Tech Acquisitions, Inc. Burlingame, CA 94010Letter Agreement • August 26th, 2020 • Industrial Tech Acquisitions, Inc. • Blank checks
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Industrial Tech Acquisitions, Inc., a Delaware corporation (the “Company”), and Maxim Group LLC, as representative (the “Representative”) of the several underwriters (each, an “Underwriter” and collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of 8,625,000 of the Company’s units (including up to 1,125,000 units that may be purchased to cover over-allotments, if any) (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 redeemable warrant. Each warrant (a “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
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 26th, 2020 • Industrial Tech Acquisitions, Inc. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [____], 2020, is made and entered into by and among Industrial Tech Acquisitions, Inc., a Delaware corporation (the “Company”) and Industrial Tech Partners, LLC, a Delaware limited liability company (the “Sponsor,” together with 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 • August 26th, 2020 • Industrial Tech Acquisitions, Inc. • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of [______], 2020, by and between Industrial Tech Acquisitions, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • August 26th, 2020 • Industrial Tech Acquisitions, Inc. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [____], 2020 (as it may from time to time be amended, this “Agreement”), is entered into by and between Industrial Tech Acquisitions, Inc., a Delaware corporation (the “Company”) and Industrial Tech Partners, LLC, a Delaware limited liability company (the “Purchaser”).
INDEMNITY AGREEMENTIndemnity Agreement • August 26th, 2020 • Industrial Tech Acquisitions, Inc. • Blank checks • Nevada
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of _________, 2020, by and between Industrial Tech Acquisitions, Inc., a Delaware corporation (the “Company”), and ___________ (“Indemnitee”).
Industrial Tech Acquisitions, Inc.Industrial Tech Acquisitions, Inc. • August 26th, 2020 • Blank checks • New York
This letter agreement by and between Industrial Tech Acquisitions, Inc. (the “Company”) and Texas Ventures Mgmt, LLC (“Texas Ventures”), 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 U.S. Securities and Exchange Commission (the “Registration Statement”) 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”):
