0001493152-21-017677 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • July 23rd, 2021 • Pono Capital Corp • Blank checks • New York

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of ___________, 2021, is made and entered into by and among Pono Capital Corp, a Delaware corporation (the “Company”), Mehana Equity LLC, a _____________ limited liability company (the “Sponsor”), and each of the undersigned parties listed on the signature page hereto under “Holders” (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”).

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PONO CAPITAL CORP UNDERWRITING AGREEMENT
Underwriting Agreement • July 23rd, 2021 • Pono Capital Corp • Blank checks • New York

Pono Capital Corp, a Delaware corporation (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:

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