FORM OF WARRANT AGREEMENT between DORCHESTER CAPITAL ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated as of [ ], 2022Warrant Agreement • May 6th, 2022 • Dorchester Capital Acquisition Corp. • Blank checks • New York
This WARRANT AGREEMENT (this “Agreement”), dated as of [ ], 2022 is by and between Dorchester Capital Acquisition Corp., 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”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • May 6th, 2022 • Dorchester Capital Acquisition Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [__________], 2022 (as it may from time to time be amended, this “Agreement”), is entered into by and between Dorchester Capital Acquisition Corp., a Delaware corporation (the “Company”), and DC-SPAC, LLC, an Oklahoma limited liability company (the “Purchaser”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 6th, 2022 • Dorchester Capital Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [ ], 2022, is made and entered into by and among Dorchester Capital Acquisition Corp., a Delaware corporation (the “Company”), DC-SPAC, LLC, an Oklahoma limited liability company (the “Sponsor”) and EarlyBirdCapital, Inc. (“EBC”) (together with the Sponsor, EBC 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”).
SECURITIES SUBSCRIPTION AGREEMENTSecurities Subscription Agreement • May 6th, 2022 • Dorchester Capital Acquisition Corp. • Blank checks • Delaware
This Securities Subscription Agreement (this “Agreement”), effective as of March 9, 2022, is made and entered into by and between Dorchester Capital Acquisition Corp., a Delaware corporation (the “Company”), and DC-SPAC, LLC, an Oklahoma limited liability company (the “Buyer”).
Dorchester Capital Acquisition Corp. 210 Park Avenue, Suite 3121 Oklahoma City, Oklahoma 73102 EarlyBirdCapital, Inc. 366 Madison Ave 8th Floor New York, NY 10017 Stephens, Inc. 65 E 55th Street, 22nd Floor New York, NY 10022Underwriting Agreement • May 6th, 2022 • Dorchester Capital Acquisition Corp. • Blank checks • New York
This letter (this “Letter Agreement”) is being delivered to you in anticipation of the Underwriting Agreement (the “Underwriting Agreement”) to be entered into by and among Dorchester Capital Acquisition Corp., a Delaware corporation (the “Company”), and EarlyBirdCapital, Inc. and Stephens Inc. (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of 15,000,000 of the Company’s units (including up to an additional 2,250,000 units which 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 “Class A Common Stock”), and one-half of one warrant (each whole warrant, a “Warrant”). Each whole Warrant entitles the holder thereof to purchase one whole share of the Class A Common Stock at a price of $11.50 per share, subject to adjustment, provided that Warrants may be exercised only for whole shares. The Units shall be sold in the Public Of
management services AgreementManagement Services Agreement • May 6th, 2022 • Dorchester Capital Acquisition Corp. • Blank checks • Oklahoma
This Management Services Agreement is made and entered into effective this 1st day of May, 2022 (this “Agreement”), by and between DORCHESTER CAPITAL ACQUISITION CORP., a Delaware corporation (“Company”), on the one hand, and DORCHESTER ENERGY MANAGEMENT LLC, an Oklahoma limited liability company (“DEM”), on the other hand (each a “Party” and collectively, “Parties).
