byNordic Acquisition Corporation 15,000,000 Units1 Units, each consisting of one (1) share of Class A common stock, $0.0001 par value, and one-half of one redeemable warrant Underwriting AgreementUnderwriting Agreement • July 20th, 2021 • byNordic Acquisition Corp • Blank checks • New York
FORM OF INDEMNITY AGREEMENTIndemnity Agreement • July 20th, 2021 • byNordic Acquisition Corp • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of July [ ], 2021, by and between byNordic Acquisition Corporation, a Delaware corporation (the “Company”), and [ ] (“Indemnitee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 20th, 2021 • byNordic Acquisition Corp • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT, dated as of July [__], 2021 (as the same may be amended, supplemented or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), is made and entered into by and between byNordic Acquisition Corporation, a Delaware corporation (the “Company”), and Rothesay Investment Sarl SPF (the “Forward Purchaser” and, together with any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, each, a “Holder” and collectively, the “Holders”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • July 20th, 2021 • byNordic Acquisition Corp • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of July [__], 2021, by and between byNordic Acquisition Corporation, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited trust company (the “Trustee”).
WARRANT AGREEMENTWarrant Agreement • July 20th, 2021 • byNordic Acquisition Corp • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of July [__], 2021, is by and between byNordic Acquisition Corporation, 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”).
AMENDED & RESTATED FORWARD PURCHASE AGREEMENTForward Purchase Agreement • July 20th, 2021 • byNordic Acquisition Corp • Blank checks • New York
This Amended & Restated Forward Purchase Agreement (as the same may be further amended, supplemented or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”) is entered into and effective as of July 14, 2021, by and between byNordic Acquisition Corporation, a Delaware corporation (the “Company”), and Rothesay Investment Sarl SPF (the “Purchaser”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • July 20th, 2021 • byNordic Acquisition Corp • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of July [ ], 2021 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and between byNordic Acquisition Corporation, a Delaware corporation (the “Company”), and Water by Nordic AB, a Swedish limited liability company (the “Purchaser”).
July [__], 2021 byNordic Acquisition CorporationUnderwriting Agreement • July 20th, 2021 • byNordic Acquisition Corp • Blank checks
This letter agreement (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement, dated as of July [__], 2021 (the “Underwriting Agreement”), entered into by and among byNordic Acquisition Corporation, a Delaware corporation (the “Company”), and Keefe, Bruyette & Woods, Inc. and Drexel Hamilton, 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 17,250,000 of the Company’s units (including up to 2,250,000 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-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 ad
BYNORDIC ACQUISITION CORPORATION c/o Pir 29 Einar Hansens Esplanad 29Administrative Support Agreement • July 20th, 2021 • byNordic Acquisition Corp • Blank checks • New York
This letter agreement by and between byNordic Acquisition Corporation (the “Company”) and Water by Nordic AB (“WBN”), 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 Nasdaq Capital Market (the “Listing Date”), pursuant to a Registration Statement on Form S-1 and prospectus filed with the U.S. 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”):
Water by Nordic AB c/o Pir 29 Einar Hansens Esplanad 29 SwedenSecurities Purchase Agreement • July 20th, 2021 • byNordic Acquisition Corp • Blank checks • New York
This agreement (the “Agreement”) is entered into on the date hereof by and between byNordic Holdings LLC, a Delaware limited liability company (the “Purchaser” or “you”), and Water by Nordic AB, a Swedish company (the “Sponsor”, “we” or “us”). Pursuant to the terms hereof, the Sponsor hereby sells 2,041,141 shares of Class B common stock, $0.0001 par value per share (the “Founder Shares”), of byNordic Acquisition Corporation (the “Company”), up to 266,235 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 Sponsor and the Purchaser’s agreements regarding such Founder Shares are as follows:
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • July 20th, 2021 • byNordic Acquisition Corp • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of May 7, 2021 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and between byNordic Acquisition Corporation, a Delaware corporation (the “Company”), and byNordic Holdings LLC, a Delaware limited liability company (the “Purchaser”).
