0001213900-21-068131 Sample Contracts

7,500,000 Units WELSBACH TECHNOLOGY METALS ACQUISITION CORP. UNDERWRITING AGREEMENT
Underwriting Agreement • December 30th, 2021 • Welsbach Technology Metals Acquisition Corp. • Blank checks • New York

Chardan Capital Markets, LLC 17 State Street, Suite 2100 New York, New York 10004 As Representative of the Underwriters named on Schedule A hereto

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 30th, 2021 • Welsbach Technology Metals Acquisition Corp. • Blank checks • New York

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement” ) is entered into as of the 27th day of December, 2021, by and among Welsbach Technology Metals Acquisition Corp., a Delaware corporation (the “Company” ) and the undersigned parties listed under Investors on the signature page hereto (each, an “Investor” and collectively, the “Investors”).

RIGHTS AGREEMENT
Rights Agreement • December 30th, 2021 • Welsbach Technology Metals Acquisition Corp. • Blank checks • New York

This Rights Agreement (this “Agreement”) is made as of December 27, 2021 between Welsbach Technology Metals Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 1 State Street, New York, New York 10004 (the “Right Agent”).

INVESTMENT MANAGEMENT TRUST AGREEMENT
Investment Management Trust Agreement • December 30th, 2021 • Welsbach Technology Metals Acquisition Corp. • Blank checks • New York

This Investment Management Trust Agreement (this “Agreement”) is made as of December 27, 2021 by and between Welsbach Technology Metals Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Trustee”).

WELSBACH TECHNOLOGY METALS ACQUISITION CORP.
Welsbach Technology Metals Acquisition Corp. • December 30th, 2021 • Blank checks • New York

This letter agreement, by and between Welsbach Technology Metals Acquisition Corp. (the “Company”) and Welsbach Acquisition Holdings LLC (the “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 Nasdaq Global 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”):

STOCK ESCROW AGREEMENT
Stock Escrow Agreement • December 30th, 2021 • Welsbach Technology Metals Acquisition Corp. • Blank checks • New York

This STOCK ESCROW AGREEMENT, dated as of December 27, 2021 (“Agreement”), by and among WELSBACH TECHNOLOGY METALS ACQUISITION CORP., a Delaware corporation (the “Company”), and the initial stockholders listed on the signature pages hereto (collectively, the “Initial Stockholders”) CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation (“Escrow Agent”).

Welsbach Technology Metals Acquisition Corp. Lombard, Illinois 60148 Chardan Capital Markets, LLC New York, New York 10004
Welsbach Technology Metals Acquisition Corp. • December 30th, 2021 • Blank checks • New York

This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) by and between Welsbach Technology Metals Acquisition Corp., a Delaware corporation (the “Company”), and Chardan Capital Markets, LLC, as Representative (the “Representative”) of the several underwriters named in Schedule A thereto (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each Unit comprised of one share of common stock of the Company, $0.0001 par value (“Common Stock”) and one right to receive one-tenth (1/10th) of one share of Common Stock (“Right”). Certain capitalized terms used herein are defined in Paragraph 16 hereof.

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