REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 8th, 2021 • FTAC Athena Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of , 2021, is made and entered into by and among FTAC Athena Acquisition Corp., a Cayman Islands exempted company (the “Company”), FTAC Athena Sponsor, LLC, a Delaware limited liability company and FTAC Athena Advisors, LLC (each a “Sponsor”, and collectively, the “Sponsors”), Cantor Fitzgerald & Co., a New York general partnership (“Cantor”), and the undersigned parties listed on the signature page hereto (each such party, together with the Sponsors, Cantor 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”).
UNDERWRITING AGREEMENT between FTAC ATHENA ACQUISITION CORP. and CANTOR FITZGERALD & CO. Dated: [ ], 2021 FTAC ATHENA ACQUISITION CORP. UNDERWRITING AGREEMENTUnderwriting Agreement • February 8th, 2021 • FTAC Athena Acquisition Corp. • Blank checks • New York
The undersigned, FTAC Athena Acquisition Corp., a Cayman Islands exempted company (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,” provided that if only Cantor Fitzgerald is listed on such Schedule A, any references to Underwriters shall refer exclusively to Cantor Fitzgerald) as follows:
FORM OF INDEMNITY AGREEMENTIndemnification & Liability • February 8th, 2021 • FTAC Athena Acquisition Corp. • Blank checks • New York
NOW, THEREFORE, in consideration of the premises and the covenants contained herein and subject to the provisions of the letter agreement dated as of [ ], 2021 among the Company, Indemnitee and the other parties thereto pursuant to the Underwriting Agreement between the Company and the Underwriters in connection with the Company’s initial public offering, the Company and Indemnitee do hereby covenant and agree as follows:
UNIT SUBSCRIPTION AGREEMENTUnit Subscription Agreement • February 8th, 2021 • FTAC Athena Acquisition Corp. • Blank checks • New York
This UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of the day of 2021, by and between FTAC Athena Acquisition Corp., a Cayman Islands exempted company (the “Company”), having its principal place of business at 2929 Arch Street, Suite 1703, Philadelphia, PA 19104, and FTAC Athena Sponsor, LLC (“Subscriber”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • February 8th, 2021 • FTAC Athena Acquisition Corp. • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of , 2021 by and between FTAC Athena Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) to be entered into by and among FTAC Athena Acquisition Corp., a Cayman Islands exempted company (the...Underwriting Agreement • February 8th, 2021 • FTAC Athena Acquisition Corp. • Blank checks
UNIT SUBSCRIPTION AGREEMENTUnit Subscription Agreement • February 8th, 2021 • FTAC Athena Acquisition Corp. • Blank checks • New York
This UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of the day of 2021, by and between FTAC Athena Acquisition Corp., a Cayman Islands exempted company (the “Company”), having its principal place of business at 2929 Arch Street, Suite 1703, Philadelphia, PA 19104, and Cantor Fitzgerald & Co., a New York general partnership (“Subscriber”), having its principal place of business at 499 Park Avenue, New York, New York 10022.
WARRANT AGREEMENT between FTAC ATHENA ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated , 2021Warrant Agreement • February 8th, 2021 • FTAC Athena Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of , 2021, is by and between FTAC Athena Acquisition 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”, also referred to herein as the “Transfer Agent”).
FTAC ATHENA ACQUISITION CORP.Administrative Services Agreement • February 8th, 2021 • FTAC Athena Acquisition Corp. • Blank checks • Pennsylvania
