REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 27th, 2023 • Keen Vision Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 24, 2023, is made and entered into by and among Keen Vision Acquisition Corporation, a British Virgin Islands business company (the “Company”), KVC Sponsor LLC, a Delaware limited liability company (the “Sponsor”), and each additional undersigned party listed on the signature page hereto, if any (each such party, 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”).
KEEN VISION ACQUISITION CORPORATION UNDERWRITING AGREEMENTUnderwriting Agreement • July 27th, 2023 • Keen Vision Acquisition Corp. • Blank checks • New York
Keen Vision Acquisition Corporation, a British Virgin Islands business company with limited liability (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:
WARRANT AGREEMENTWarrant Agreement • July 27th, 2023 • Keen Vision Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of July 24, 2023, is by and between Keen Vision Acquisition Corporation, a British Virgin Islands company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
THIS INDEMNITY AGREEMENT (this “Agreement”) is made on July 24, 2023. Between: Whereas:Indemnification & Liability • July 27th, 2023 • Keen Vision Acquisition Corp. • Blank checks • Virgin Islands
NOW, THEREFORE, in consideration of the premises and the covenants contained herein and subject to the provisions of the letter agreement dated as of July 24, 2023 between the Company and Indemnitee pursuant to the underwriting agreement (“Underwriting Agreement”) between the Company and the underwriters in connection with the Company’s initial public offering, the Company and Indemnitee do hereby covenant and agree as follows:
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • July 27th, 2023 • Keen Vision Acquisition Corp. • Blank checks
Keen Vision Acquisition Corporation Summit, New Jersey 07901 EF Hutton, division of Benchmark Investments, LLC New York, NY 10022Underwriting Agreement • July 27th, 2023 • Keen Vision Acquisition Corp. • Blank checks
This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Keen Vision Acquisition Corporation, a British Virgin Islands business company (the “Company”), and EF Hutton, division of Benchmark Investments, LLC, as representative (the “Representative”) of the several underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each comprised of one ordinary share of the Company, par value $0.0001 per share (the “Ordinary Shares”) and one redeemable warrant (the “Warrants”). Certain capitalized terms used herein are defined in paragraph 17 hereof.
Administrative Services AgreementAdministrative Services Agreement • July 27th, 2023 • Keen Vision Acquisition Corp. • Blank checks
This Administrative Services Agreement (the “Agreement”) dated this 24th day of July, 2023 is between KVC Sponsor LLC, herein referred to as “Service Provider” and Keen Vision Acquisition Corporation, herein referred to as “Customer”.
July 24, 2023Private Placement Unit Purchase Agreement • July 27th, 2023 • Keen Vision Acquisition Corp. • Blank checks
STOCK ESCROW AGREEMENTStock Escrow Agreement • July 27th, 2023 • Keen Vision Acquisition Corp. • Blank checks • New York
STOCK ESCROW AGREEMENT, dated as of July 24, 2023 (“Agreement”), by and among Keen Vision Acquisition Corporation, a British Virgin Islands company (the “Company”), the initial securityholders listed on Exhibit A attached hereto (each, an “Initial Securityholder” and collectively the “Initial Securityholders”) and Continental Stock Transfer & Trust Company, a New York Limited Purpose Trust Company (the “Escrow Agent”).
