AQUARIUS II ACQUISITION CORPORATION UNDERWRITING AGREEMENTUnderwriting Agreement • December 20th, 2021 • Aquarius II Acquisition Corp. • Blank checks • New York
Aquarius II Acquisition Corporation, a Cayman Islands company (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:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 20th, 2021 • Aquarius II Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the [______], 2021, by and among Aquarius II Acquisition Corp., a Cayman Islands company (the “Company”) and the undersigned parties listed under Investor on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
WARRANT AGREEMENTWarrant Agreement • December 20th, 2021 • Aquarius II Acquisition Corp. • Blank checks • New York
This WARRANT AGREEMENT (this “Agreement”) is made as of [_____], 2021 between Aquarius II Acquisition Corp., a Cayman Islands exempted company with limited liability, with its principal executive office at Room 901-903, 9/F, Harbour Centre, 25 Harbour Road, Wan Chai, Hong Kong SAR(the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited purpose trust company, with offices at 6201, 15th Avenue, Brooklyn, NY 11219, as warrant agent (the “Warrant Agent”).
RIGHTS AGREEMENTRights Agreement • December 20th, 2021 • Aquarius II Acquisition Corp. • Blank checks • New York
This Rights Agreement (this “Agreement”) is made as of [ ], 2021 between Aquarius II Acquisition Corp., a Cayman Islands company, with its principal executive office at Room 901-903, 9/F, Harbour Centre, 25 Harbour Road, Wan Chai, Hong Kong SAR (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company, with offices at 6201 15th Avenue, Brooklyn, NY 11219 (the “Right Agent”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • December 20th, 2021 • Aquarius II Acquisition Corp. • Blank checks • New York
This Agreement is made as of [_____], 2021 by and between Aquarius II Acquisition Corp. (the “Company”) and American Stock Transfer & Trust Company, LLC, as trustee (“Trustee”).
STOCK ESCROW AGREEMENTStock Escrow Agreement • December 20th, 2021 • Aquarius II Acquisition Corp. • Blank checks • New York
STOCK ESCROW AGREEMENT, dated as of [_____], 2021 (“Agreement”), by and among AQUARIUS II ACQUISITION CORP., a Cayman Islands Company (the “Company”), the initial shareholders listed on Exhibit A attached hereto (each, an “Initial Shareholder” and collectively the “Initial Shareholders”) and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, a New York limited liability trust company (the “Escrow Agent”).
