HHG CAPITAL CORPORATION UNDERWRITING AGREEMENTUnderwriting Agreement • August 23rd, 2021 • HHG Capital Corp • Blank checks • New York
HHG Capital 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:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 23rd, 2021 • HHG Capital Corp • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the [*], 2021, by and among HHG Capital Corporation, a British Virgin 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 • August 23rd, 2021 • HHG Capital Corp • Blank checks • New York
This WARRANT AGREEMENT (this “Agreement”) is made as of , 2021 between HHG Capital Corporation, a British Virgin Islands company, with office at 1 Commonwealth Lane, #03-20, Singapore, 149544 (“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 (“Warrant Agent”).
RIGHTS AGREEMENTRights Agreement • August 23rd, 2021 • HHG Capital Corp • Blank checks • New York
This Rights Agreement (this “Agreement”) is made as of [ ], 2021 between HHG Capital Corporation, a British Virgin Islands company, with its principal executive office at 1 Commonwealth Lane, #03-20, Singapore, 149544 (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”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • August 23rd, 2021 • HHG Capital Corp • Blank checks • New York
This Agreement, made and entered into effective as of [●], 2021 (“Agreement”), by and between HHG Capital Corporation, a British Virgin Islands exempted company (“Company”), and the undersigned indemnitee (“Indemnitee”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • August 23rd, 2021 • HHG Capital Corp • Blank checks • New York
This Extension Letter shall serve as the notice required with respect to Extension prior to the Applicable Deadline. Capitalized words used herein and not otherwise defined shall have the meanings ascribed to them in the Trust Agreement.
STOCK ESCROW AGREEMENTStock Escrow Agreement • August 23rd, 2021 • HHG Capital Corp • Blank checks • New York
STOCK ESCROW AGREEMENT, dated as of [*], 2021 (“Agreement”), by and among HHG CAPITAL CORPORATION, a British Virgin 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”).
HHG Capital CorporationUnderwriting Agreement • August 23rd, 2021 • HHG Capital Corp • Blank checks • New York
Administrative Service AgreementAdministrative Service Agreement • August 23rd, 2021 • HHG Capital Corp • Blank checks
This Administrative Service Agreement (the “Agreement”) dated this the day of , 2021 is between Ms. Leung Po Yi, herein referred to as “Service Provider” and HHG Capital Corporation, herein referred to as “Customer”.
