REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 9th, 2021 • Inception Growth Acquisition LTD • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2021, is made and entered into by and among Inception Growth Acquisition Limited, a Delaware corporation (the “Company”), Soul Venture Partners LLC, a Delaware limited liability company (the “Sponsor”) and each of the other undersigned (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”).
INCEPTION GROWTH ACQUISITION LIMITED UNDERWRITING AGREEMENTUnderwriting Agreement • September 9th, 2021 • Inception Growth Acquisition LTD • Blank checks • New York
Inception Growth Acquisition Limited, a Delaware corporation (the “Company”), hereby confirms its agreement with EF Hutton, division of Benchmark Investments, LLC. (the “Representative”), as representative of the several underwriters named on Schedule A hereto (the “Underwriters” or, each underwriter individually, an “Underwriter”), as follows:
INDEMNITY AGREEMENTIndemnity Agreement • September 9th, 2021 • Inception Growth Acquisition LTD • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [●], 2021, by and between INCEPTION GROWTH ACQUISITION LIMITED, a Delaware corporation (the “Company”), and __________________ (“Indemnitee”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • September 9th, 2021 • Inception Growth Acquisition LTD • Blank checks • New York
This Extension Letter shall serve as the notice required with respect to Extension prior to the Applicable Deadline. Capitalized words used herein and not otherwise defined shall have the meanings ascribed to them in the Trust Agreement.
Inception Growth Acquisition Limited Room 602, 6/F Central, Hong Kong EF Hutton, division of Benchmark Investments, LLC 17 Battery Pl Suite 625 New York, NY 10004 Re: Initial Public Offering Ladies and Gentlemen:Underwriting Agreement • September 9th, 2021 • Inception Growth Acquisition LTD • Blank checks
This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Inception Growth Acquisition Limited, a Delaware corporation (the “Company”), and EF Hutton, division of Benchmark Investments, LLC, as Representative (the “Representative”) of the several underwriters named on Schedule A thereto (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each comprised of one share of common stock the Company, par value $0.0001 per share (the “Common Stock”) and three-quarters of one redeemable warrant, each whole warrant entitling its holder to purchase one share of Common Stock at an exercise price of $11.50 per share (the “Warrants”). Certain capitalized terms used herein are defined in paragraph 14 hereof.
SUBSCRIPTION AGREEMENTSubscription Agreement • September 9th, 2021 • Inception Growth Acquisition LTD • Blank checks
The undersigned hereby subscribes for 2,587,500 shares of common stock (the “Shares”) of the Company. In consideration for the issue of the Shares, the undersigned hereby agrees and undertakes to pay $25,000 to the Company.
INCEPTION GROWTH ACQUISITION LIMITEDAdministrative Support Agreement • September 9th, 2021 • Inception Growth Acquisition LTD • Blank checks • New York
