REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 1st, 2021 • Sagaliam Acquisition Corp • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2021, is made and entered into by and among Sagaliam Acquisition Corp., a Delaware corporation (the “Company”) and Sagaliam Sponsor LLC, a Delaware limited liability company (the “Sponsor,” together with 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”).
INDEMNITY AGREEMENTIndemnification Agreement • October 1st, 2021 • Sagaliam Acquisition Corp • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [ ], 2021, by and between Sagaliam Acquisition Corp., a Delaware corporation (the “Company”), and [ ] (“Indemnitee”).
Sagaliam Acquisition Corp. Los Angeles, CA 90067 Re: Initial Public Offering Ladies and Gentlemen:Underwriting Agreement • October 1st, 2021 • Sagaliam Acquisition Corp • Blank checks
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting AgreementI”) entered into by and among Sagaliam Acquisition Corp., a Delaware corporation (the “Company”), and EF Hutton, division of Benchmark Investments, LLC, as representative (the “Representative”) of the several underwriters (each, an “Underwriter” and collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of 11,500,000 of the Company’s units (including up to 1,500,000 units that 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 “Common Stock”), and one right (the “Right”). Each Right entitles the holder thereof to receive one-eighth (1/8) of one share of Common Stock upon consummation of the initial business combination, subject to adjustment. The Units will be sold in the Public Of
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • October 1st, 2021 • Sagaliam Acquisition Corp • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of [●], 2021, by and between Sagaliam Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
PRIVATE PLACEMENT UNITS PURCHASE AGREEMENTPrivate Placement Units Purchase Agreement • October 1st, 2021 • Sagaliam Acquisition Corp • Blank checks • New York
This PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT (this “Agreement”) is made as of the [ ], 2021, by and between Sagaliam Acquisition Corp., a Delaware corporation (the “Company”), and Sagaliam Sponsor LLC, a Delaware limited liability company (the “Subscriber”).
INVESTMENT AGREEMENTInvestment Agreement • October 1st, 2021 • Sagaliam Acquisition Corp • Blank checks • New York
This Investment Agreement (this “Agreement”), dated as of __, 2021, is by and, except as otherwise indicated, among (i) Sagaliam Acquisition Corp. (the “SPAC”), (ii) Sagaliam Sponsor LLC, a Delaware limited liability company, (the “Sponsor”), and (iii) [●] (the “Investor”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • October 1st, 2021 • Sagaliam Acquisition Corp • Blank checks • California
THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made effective as of April 1, 2021 (the “Effective Date”), and entered into by and between Sagaliam Sponsor LLC (the “Sponsor”), a limited liability company organized in the State of Delaware, and Jiayin Liu, (the “Executive”), each a “Party”, or, collectively, the “Parties”.
Sagaliam Acquisition Corp.Administrative Support Agreement • October 1st, 2021 • Sagaliam Acquisition Corp • Blank checks • New York
This letter agreement by and between Sagaliam Acquisition Corp. (the “Company”) and Sagaliam Sponsor LLC (“Sponsor”), dated as of the date hereof, will confirm our agreement that, commencing on May 1, 2021 (the “Effective Date”) 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 on Form S-1 relating to the Company’s initial public offering filed with the U.S. securities and Exchange Commission) (such earlier date hereinafter referred to as the “Termination Date”):
RIGHTS AGREEMENTRights Agreement • October 1st, 2021 • Sagaliam Acquisition Corp • Blank checks • New York
This Rights Agreement (this “Agreement”) is made as of [ ], 2021 between Sagaliam Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 1 State Street, 30th Floor, New York, New York 10004 (the “Rights Agent”).
