PINE TECHNOLOGY ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY WARRANT AGREEMENT Dated as of March 10, 2021Warrant Agreement • March 16th, 2021 • Pine Technology Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of March 10, 2021 is by and between Pine Technology Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”).
UNDERWRITING AGREEMENT between PINE TECHNOLOGY ACQUISITION CORP. and CANTOR FITZGERALD & CO. Dated: March 10, 2021 PINE TECHNOLOGY ACQUISITION CORP. UNDERWRITING AGREEMENTUnderwriting Agreement • March 16th, 2021 • Pine Technology Acquisition Corp. • Blank checks • New York
The undersigned, Pine Technology Acquisition Corp., 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:
Pine Technology Acquisition Corp. 260 Lena Drive Aurora OH 44202 Re: Initial Public Offering Ladies and Gentlemen:Underwriting Agreement • March 16th, 2021 • Pine Technology Acquisition Corp. • 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 Pine Technology Acquisition Corp., a Delaware corporation (the “Company”) and Cantor Fitzgerald & Co. (the “Representative”), relating to an underwritten initial public offering (the “Public Offering”), of 34,500,000 of the Company’s units (including up to 4,500,000 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-third 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 in the Public Offering pursuant to a registration statement on Form S-1 and prospectus (the “Prospectus”) filed by the Company with the U.S. S
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • March 16th, 2021 • Pine Technology Acquisition Corp. • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of March 10, 2021 by and between Pine Technology Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
INDEMNITY AGREEMENTIndemnification Agreement • March 16th, 2021 • Pine Technology Acquisition Corp. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of March 10, 2021 by and between Pine Technology Acquisition Corp., a Delaware corporation (the “Company”), and [NAME OF D&O] (“Indemnitee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 16th, 2021 • Pine Technology Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 10, 2021, is made and entered into by and among Pine Technology Acquisition Corp., a Delaware corporation (the “Company”), Pine Technology Sponsor 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”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTWarrant Purchase Agreement • March 16th, 2021 • Pine Technology Acquisition Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of March 10, 2021 (this “Agreement”), is entered into by and between Pine Technology Acquisition Corp., a Delaware corporation (the “Company”), and Pine Technology Sponsor LLC, a Delaware limited liability company (the “Purchaser”).
Pine Technology Acquisition Corp. Aurora, OH 44202Administrative Services Agreement • March 16th, 2021 • Pine Technology Acquisition Corp. • Blank checks • New York
This letter agreement by and between Pine Technology Acquisition Corp., a Delaware corporation (the “Company”) and Peel Acquisition Company II, LLC, a Delaware limited liability corporation (the “Services Provider”), dated as of the date hereof, will confirm our agreement that, commencing on the date that securities of the Company are first listed on the Nasdaq Stock Market LLC (the “Listing Date”) and continuing until the earlier of the consummation by the Company of an initial business combination and the Company’s liquidation (in each case as described in the Registration Statement on Form S-1 (File No. 333-253278) filed with the Securities and Exchange Commission) (such earlier date hereinafter referred to as the “Termination Date”):
