WARRANT AGREEMENTWarrant Agreement • October 26th, 2021 • ShoulderUP Technology Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of [●], 2021, is by and between ShoulderUp Technology Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”, and also referred to herein as the “Transfer Agent”).
INDEMNITY AGREEMENTIndemnity Agreement • October 26th, 2021 • ShoulderUP Technology Acquisition Corp. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [ ], 2021, by and between ShoulderUp Technology Acquisition Corp., a Delaware corporation (the “Company”), and (“Indemnitee”).
ShoulderUp Technology Acquisition Corp. 125 Townpark Drive, Suite 300 Kennesaw, GA 30144Subscription Agreement • October 26th, 2021 • ShoulderUP Technology Acquisition Corp. • Blank checks • New York
This subscription agreement (the “Agreement”) is entered into on August 30, 2021 by and between ShoulderUp Technology Sponsor LLC, a Delaware limited liability company (the “Subscriber” or “you”), and ShoulderUp Acquisition Corp., a Delaware corporation (the “Company”, “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 9,833,333 shares of Class B common stock, $0.0001 par value per share (the “Shares”), up to 1,250,000 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 Company and the Subscriber’s agreements regarding such Shares are as follows:
