REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 1st, 2021 • GoGreen Investments Corp • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2021, is made and entered into by and among GoGreen Investments Corporation, a Cayman Islands exempted company (the “Company”), GoGreen Sponsor 1 LP (the “Sponsor”), and the undersigned parties listed 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”).
25,000,000 Units GoGreen Investments Corporation UNDERWRITING AGREEMENTUnderwriting Agreement • July 1st, 2021 • GoGreen Investments Corp • Blank checks • New York
GoGreen Investments Corporation, a Cayman Islands exempted company (the “Company”), proposes to issue and sell to you and, as applicable, to the several underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, an aggregate of 25,000,000 units (the “Units”) of the Company (said Units to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to 3,750,000 additional Units to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule I other than you, the term “Representatives” as used herein shall mean you, as the Underwriters, and the term “Underwriters” shall mean either the singular or plural as the context requi
FORM OF INDEMNITY AGREEMENTForm of Indemnity Agreement • July 1st, 2021 • GoGreen Investments 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 • July 1st, 2021 • GoGreen Investments Corp • Blank checks • New York
This UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of [●], 2021, by and between GoGreen Investments Corporation, a Cayman Islands exempted company (the “Company”), having its principal place of business at 1021 Main St., Suite #1960, Houston, Texas 77002, and GoGreen Sponsor 1 LP, a Delaware limited partnership, having its principal place of business at 1021 Main St., Suite #1960, Houston, Texas 77002 (the “Subscriber”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • July 1st, 2021 • GoGreen Investments Corp • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of [●], 2021 by and between GoGreen Investments Corporation, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
GoGreen Investments Corporation Houston, TX 77002Letter Agreement • July 1st, 2021 • GoGreen Investments 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 GoGreen Investments Corporation, a Cayman Islands exempted company (the “Company”), and Citigroup Global Markets Inc. and Credit Suisse Securities (USA) LLC, as representatives (the “Representatives”) of the several underwriters (each, an “Underwriter” and collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”) of up to 28,750,000 of the Company’s units (including up to 3,750,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one Class A ordinary share of the Company, par value $0.0001 per share (the “Ordinary Shares”), and one-third of one warrant. Each whole warrant (each, a “Warrant”) entitles the holder thereof to purchase one Ordinary Share. The Units shall be sold in the Public Offering pursuant to a registra
WARRANT AGREEMENT between GOGREEN INVESTMENTS CORPORATION and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated [●], 2021Warrant Agreement • July 1st, 2021 • GoGreen Investments Corp • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of [●], 2021, is by and between GoGreen Investments Corporation, 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”).
GOGREEN INVESTMENTS CORPORATIONGoGreen Investments Corp • July 1st, 2021 • Blank checks • New York
This letter agreement by and between GoGreen Investments Corporation, a Cayman Islands exempted company (the “Company”) and GoGreen Sponsor 1 LP (“Sponsor”), 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 New York Stock Exchange (the “Listing Date”), pursuant to a Registration Statement on Form S-1 and prospectus filed with the 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”):
