REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 12th, 2021 • OmniLit Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of November 8, 2021, is made and entered into by and among OmniLit Acquisition Corp., a Delaware corporation (the “Company”), OmniLit Sponsor LLC, a Delaware limited liability company (the “Sponsor”), Imperial Capital, LLC, a Delaware limited liability company (“Imperial Capital”), and I-Bankers Securities, Inc., a Texas corporation (“I-Bankers” and together with Sponsor and Imperial Capital 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”).
WARRANT AGREEMENTWarrant Agreement • November 12th, 2021 • OmniLit Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of November 8, 2021, is by and between OmniLit Acquisition Corp., a Delaware corporation (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”).
OmniLit Acquisition Corp. 12,500,000 Units Underwriting AgreementUnderwriting Agreement • November 12th, 2021 • OmniLit Acquisition Corp. • Blank checks • New York
OmniLit Acquisition Corp., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) for whom Imperial Capital, LLC is acting as representative (the “Representative”) an aggregate of 12,500,000 units (the “Firm Units”) of the Company and, at the election of the Underwriters, up to 1,875,000 additional units, if any (the “Optional Units,” the Optional Units that the Underwriters may purchase pursuant to Section 2 hereof, together with the Firm Units, being collectively called the “Units”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • November 12th, 2021 • OmniLit Acquisition Corp. • Blank checks • New York
OmniLit Acquisition Corp. Indemnity AgreementIndemnity Agreement • November 12th, 2021 • OmniLit Acquisition Corp. • Blank checks • Delaware
This Indemnity Agreement (the “Agreement”) is made and entered into as of November 8, 2021, between OmniLit Acquisition Corp., a Delaware corporation (the “Company”), and Al Kapoor (“Indemnitee”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • November 12th, 2021 • OmniLit Acquisition Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of November 8, 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and among OmniLit Acquisition Corp., a Delaware corporation (the “Company”), OmniLit Sponsor, LLC, a Delaware limited liability company (the “Sponsor”), Imperial Capital, LLC, a Delaware limited liability company (“Imperial Capital”) and I-Bankers Securities, Inc., a Texas corporation (“I-Bankers” and together with Sponsor and Imperial Capital, each a “Purchaser” and collectively, the “Purchasers”).
LETTER AGREEMENT FROM EACH OF THE REGISTRANT’S SPONSOR, OFFICERS AND DIRECTORSLetter Agreement • November 12th, 2021 • OmniLit Acquisition Corp. • Blank checks • New York
This letter (“Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between OmniLit Acquisition Corp., a Delaware corporation (the “Company”), and Imperial Capital, LLC as representative (the “Representative”) of the several Underwriters named in Schedule I thereto (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of 12,500,000 of the Company’s units (including up to 1,875,000 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-half of a warrant, each whole warrant exercisable for one share of Common Stock (each, a “Warrant”) upon completion of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (ea
