FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 9th, 2020 • Lux Health Tech Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of _____________, 2020, is made and entered into by and among Lux Health Tech Acquisition Company, a Delaware corporation (the “Company”), Lux Encore Sponsor, LP, a Delaware limited partnership (the “Sponsor”), and the undersigned parties listed under Holder on the signature pages hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.02 of this Agreement, a “Holder” and collectively the “Holders”).
Lux Health Tech Acquisition Corp.Lux Health Tech Acquisition Corp. • October 9th, 2020 • Blank checks • New York
This agreement (the “Agreement”) is entered into on September 4, 2020 by and between Lux Encore Sponsor, LP, a Delaware limited partnership (the “Subscriber” or “you”), and Lux Health Tech Acquisition Corp., a Delaware corporation (the “Company”, “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 8,625,000 shares of Class B common stock, $0.0001 par value per share (the “Shares”), up to 1,125,000 of which are subject to forfeiture by you if the underwriters of the initial public offering (“IPO”) of units (“Units”) of the Company, do not fully exercise their over-allotment option (the “Over-allotment Option”). The Company’s and the Subscriber’s agreements regarding such Shares are as follows:
INDEMNITY AGREEMENTIndemnity Agreement • October 9th, 2020 • Lux Health Tech Acquisition Corp. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [●], 2020, by and between Lux Health Tech Acquisition Corp., a Delaware corporation (the “Company”), and [●] (the “Indemnitee”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • October 9th, 2020 • Lux Health Tech Acquisition Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [•], 2020 (as it may from time to time be amended, this “Agreement”), is entered into by and between Lux Health Tech Acquisition Corp., a Delaware corporation (the “Company”), and Lux Encore Sponsor, LP, a Delaware limited partnership (the “Purchaser”).
Lux Health Tech Acquisition Corp. 920 Broadway, 11th Floor New York, NY 10010 Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, NY 10010 Re: Initial Public Offering Ladies and Gentlemen:Letter Agreement • October 9th, 2020 • Lux Health Tech Acquisition Corp. • Blank checks
This letter (the “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Lux Health Tech Acquisition Corp., a Delaware corporation (the “Company”) and Credit Suisse Securities (USA) 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 the Company’s units (the “Units”), each unit comprised of one share of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”), and one-third of one redeemable warrant, each whole warrant exercisable for one share of Common Stock (each, a “Warrant”). Certain capitalized terms used herein are defined in paragraph 12 hereof.
Lux Health Tech Acquisition Corp. New York, NY 10010 Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, NY 10010 Re: Initial Public Offering Ladies and Gentlemen:Letter Agreement • October 9th, 2020 • Lux Health Tech Acquisition Corp. • Blank checks
This letter (the “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Lux Health Tech Acquisition Corp., a Delaware corporation (the “Company”) and Credit Suisse Securities (USA) 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 the Company’s units (the “Units”), each unit comprised of one share of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”), and one-third of one redeemable warrant, each whole warrant exercisable for one share of Common Stock (each, a “Warrant”). Certain capitalized terms used herein are defined in paragraph 11 hereof.
FORM OF WARRANT AGREEMENT between LUX HEALTH TECH ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated as of [ ● ], 2020Warrant Agreement • October 9th, 2020 • Lux Health Tech Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of ____________, 2020, is entered into by and between Lux Health Tech Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
