WARRANT AGREEMENT between AMERICAN ACQUISITION OPPORTUNITY INC. and CONTINENTAL STOCK TRANSFER & TRUST COMPANYWarrant Agreement • March 15th, 2021 • American Acquisition Opportunity Inc. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of [•], 2021, is by and between American Acquisition Opportunity 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”).
FORM OF INDEMNITY AGREEMENTForm of Indemnity Agreement • March 15th, 2021 • American Acquisition Opportunity Inc. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [____________], 2021, by and between American Acquisition Opportunity Inc., a Delaware corporation (the “Company”), and [_____________] (“Indemnitee”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • March 15th, 2021 • American Acquisition Opportunity Inc. • Blank checks • Delaware
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [ ], 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between American Acquisition Opportunity Inc., a Delaware corporation (the “Company”), and American Opportunity Ventures LLC, a Delaware limited liability company (the “Purchaser”).
10,000,000 Units American Acquisition Opportunity Inc. UNDERWRITING AGREEMENTWarrant Agreement • March 15th, 2021 • American Acquisition Opportunity Inc. • Blank checks • New York
The undersigned, American Acquisition Opportunity Inc., a Delaware corporation (“Company”), hereby confirms its agreement with Kingswood Capital Markets, division of Benchmark Investments, Inc. (hereinafter referred to as “you”, “Kingswood”, 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:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 15th, 2021 • American Acquisition Opportunity Inc. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March __, 2021, is made and entered into by and among American Acquisition Opportunity Inc., a Delaware corporation (the “Company”), American Opportunity Ventures LLC, a Delaware limited liability company (the “Sponsor”) and the undersigned parties listed under Holder on the signature page hereto (each such party, together with the Sponsor 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”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • March 15th, 2021 • American Acquisition Opportunity Inc. • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of March ___, 2021 by and between American Acquisition Opportunity Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
American Acquisition Opportunity Inc. 12115 Visionary Way Fishers, Indiana 46038American Acquisition Opportunity Inc. • March 15th, 2021 • Blank checks • New York
This agreement (the “Agreement”) is entered into on ________, 2021 by and between American Opportunity Ventures LLC, a Delaware limited liability company (the “Subscriber” or “you”), and American Acquisition Opportunity Inc., a Delaware corporation (the “Company,” “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 2,875,000 shares of the Company’s common stock, $0.0001 par value per share (the “Shares”), up to 375,000 of which are subject to forfeiture by you if the underwriters of the initial public offering (“IPO”) of units (“Units”) of the Company, do not fully exercise their over-allotment option (the “Over-allotment Option”). The Company and the Subscriber’s agreements regarding such Shares are as follows:
American Acquisition Opportunity Inc. 12115 Visionary Way Fishers, Indiana 46038 Re: Initial Public Offering Gentlemen:Letter Agreement • March 15th, 2021 • American Acquisition Opportunity Inc. • Blank checks
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 American Acquisition Opportunity Inc., a Delaware corporation (the “Company”) and Kingswood Capital Markets, division of Benchmark Investments, Inc. (“Kingswood”) as representative of the several underwriters (each, an “Underwriter” and collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 11,500,000 of the Company’s units (including up to 1,500,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one share of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), and one-half of one redeemable warrant. Each whole warrant (each, 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
AMERICAN ACQUISITION OPPORTUNITY INC. 12115 Visionary Way Fishers, IndianaAmerican Acquisition Opportunity Inc. • March 15th, 2021 • Blank checks
This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement on Form S-1 (the “Registration Statement”) for the initial public offering (the “IPO”) of the securities of American Acquisition Opportunity Inc. (the “Company”) and continuing until the earlier of (i) the consummation by the Company of an initial business combination (a “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”), American Resources Corporation (“ARC”) shall make available to the Company certain office space, utilities, and secretarial, administrative and consulting services as may be required by the Company from time to time, situated at 12115 Visionary Way, Fishers, Indiana (or any successor location). In exchange therefore, the Company shall pay ARC a sum equal to $10,000 per month, commencing on the Effective Dat
