FORM OF INDEMNITY AGREEMENTForm of Indemnity Agreement • March 26th, 2021 • BrightSpark Capitol Corp. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of ____________, by and between BrightSpark Capitol Corp., a Delaware corporation (the “Company”), and __________________ (“Indemnitee”).
BrightSpark Capitol Corp. 20,000,000 Units1 Underwriting AgreementBrightSpark Capitol Corp. • March 26th, 2021 • Blank checks • New York
BrightSpark Capitol Corp., a corporation organized under the laws of Delaware (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC are acting as representatives (the “Representatives”), an aggregate of 20,000,000 units (the “Units”) of the Company (said Units to be issued and sold by the Company being hereinafter called the “Underwritten Securities”) (the “Offering”). The Company also proposes to grant to the Underwriters an option to purchase up to 3,000,000 additional Units to cover over-allotments (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). Certain capitalized terms used in this Agreement and not otherwise defined are defined in Section 20 hereof.
FORM OF REGISTRATION RIGHTS AGREEMENTForm of Registration Rights Agreement • March 26th, 2021 • BrightSpark Capitol Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the __ day of _________, 2021, by and among BrightSpark Capitol Corp., a Delaware corporation (the “Company”), and the undersigned parties listed under “Investors” on the signature pages hereto (each, an “Investor” and collectively, the “Investors”).
BrightSpark Capitol Corp. 1300 17th Street North, Suite 820 Arlington, Virginia 22209Letter Agreement • March 26th, 2021 • BrightSpark Capitol Corp. • Blank checks • New York
This letter agreement (this “Letter Agreement”) is being delivered to you in accordance with the underwriting agreement (the “Underwriting Agreement”) entered into by and between BrightSpark Capitol Corp., a Delaware corporation (the “Company”), and Goldman Sachs & Co. LLC, 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 of which consists of one share of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”), and one-quarter of one redeemable warrant, each whole warrant entitling the holder thereof to purchase one share of Common Stock (each, a “Warrant”). Certain capitalized terms used herein are defined in paragraph 14 hereof.
FORM OF WARRANT AGREEMENTForm of Warrant Agreement • March 26th, 2021 • BrightSpark Capitol Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of ________, 2021, is between BrightSpark Capitol Corp., a Delaware corporation, (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Warrant Agent”).
FORM OF INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • March 26th, 2021 • BrightSpark Capitol Corp. • Blank checks • New York
THIS INVESTMENT MANAGEMENT TRUST AGREEMENT (this “Agreement”) is made as of ___________, 2021 by and between BrightSpark Capitol Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
BRIGHTSPARK CAPITOL CORP.BrightSpark Capitol Corp. • March 26th, 2021 • Blank checks
This 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 BrightSpark Capitol Corp., a Delaware 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 (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), BrightSpark Capitol Sponsor LLC (the “Sponsor”) shall make available to the Company certain office space and secretarial, administrative and support services as may be required by the Company from time to time, situated at 1300 17th Street North, Suite 820, Arlington, Virginia 22209 (or any successor location) and 305 West Pennsylvania Avenue, Towson, Maryland 21204 (or any successor location), respectively. In exchange therefore, t
BRIGHTSPARK CAPITOL CORP.BrightSpark Capitol Corp. • March 26th, 2021 • Blank checks
THIS CERTIFIES THAT, for value received______________is the registered holder of a warrant or warrants (the “Warrant(s)”) to purchase one fully paid and non-assessable share of Class A common stock, par value $0.0001 per share (“Shares”), of BrightSpark Capitol Corp., a Delaware corporation (the “Company”), expiring at 5:00 p.m., New York City time, on the fifth anniversary of the completion by the Company of a merger, stock exchange, asset acquisition, stock purchase, reorganization or other similar business combination with one or more businesses or entities (a “Business Combination”), or earlier upon redemption or liquidation (the “Expiration Date”). The Warrant entitles the holder thereof to purchase from the Company, commencing 30 days after the Company’s completion of a Business Combination (provided that the Company has an effective registration statement under the Securities Act of 1933, as amended, covering the Shares issuable upon exercise of the Warrants and a current prospe
FORM OF PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • March 26th, 2021 • BrightSpark Capitol Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of ______________, 2021, is entered into by and among BrightSpark Capitol Corp., a Delaware corporation (the “Company”), and the purchasers named on the signature pages hereto (collectively, the “Purchasers”).
