REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 23rd, 2015 • Jensyn Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of [_____________], 2015, by and among Jensyn Acquisition Corp., a Delaware corporation (the “Company”), and the undersigned parties listed under Investor on the signature page hereto (each, an “Investor” and, collectively, the “Investors”).
FORM OF INDEMNITY AGREEMENTIndemnification Agreement • November 23rd, 2015 • Jensyn Acquisition Corp. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [____________], 2015, by and between Jensyn Acquisition Corp., a Delaware corporation (the “Company”), and [_____________] (“Indemnitee”).
RIGHTS AGREEMENTRights Agreement • November 23rd, 2015 • Jensyn Acquisition Corp. • Blank checks • New York
This Rights Agreement (this “Agreement”) is made as of [__________], 2015 between Jensyn Acquisition Corp., a Delaware corporation, with offices at 800 West Main Street, Suite 204, Freehold, New Jersey 07728 (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (the “Right Agent”).
WARRANT AGREEMENTWarrant Agreement • November 23rd, 2015 • Jensyn Acquisition Corp. • Blank checks • New York
This Warrant Agreement (this “Agreement”) is made as of [_________], 2015 between Jensyn Acquisition Corp., a Delaware corporation, with offices at 800 West Main Street, Freehold New Jersey 07728 (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (the “Warrant Agent”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • November 23rd, 2015 • Jensyn Acquisition Corp. • Blank checks • New York
This Agreement is made as of [_____], 2015 by and between Jensyn Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”).
Jensyn Acquistion Corp. Freehold, New Jersey 07728 Chardan Capital Markets, LLC New York, New York 10004Underwriting Agreement • November 23rd, 2015 • Jensyn Acquisition Corp. • Blank checks • New York
This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Jensyn Acqusition Corp., a Delaware corporation (the “Company”), and Chardan Capital Markets, 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 comprised of one share of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), one right (“Right”) to receive one-tenth of one share of Common Stock upon consummation of the Company’s initial Business Combination, and one warrant to purchase one-half of one share of Common Stock (“Warrant”). Certain capitalized terms used herein are defined in paragraph 14 hereof.
PRIVATE UNITS PURCHASE AGREEMENTPrivate Units Purchase Agreement • November 23rd, 2015 • Jensyn Acquisition Corp. • Blank checks • Delaware
THIS PRIVATE UNITS PURCHASE AGREEMENT, dated as of [_____], 2015 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and between Jensyn Acquisition Corp., a Delaware corporation (the “Company”), and Jensyn Capital, LLC, a Delaware limited liability company (the “Purchaser”).
15 EXERCISE PRICE SPONSOR WARRANTS PURCHASE AGREEMENTSponsor Warrants Purchase Agreement • November 23rd, 2015 • Jensyn Acquisition Corp. • Blank checks • Delaware
THIS $15 EXERCISE PRICE SPONSOR WARRANTS PURCHASE AGREEMENT, dated as of [_____], 2015 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and between Jensyn Acquisition Corp., a Delaware corporation (the “Company”), and Jensyn Capital LLC, a Delaware limited liability company (the “Purchaser”).
RIGHT OF FIRST REFUSAL AND CORPORATE OPPORTUNITIES AGREEMENTRight of First Refusal and Corporate Opportunities Agreement • November 23rd, 2015 • Jensyn Acquisition Corp. • Blank checks • New York
THIS RIGHT OF FIRST REFUSAL AND CORPORATE OPPORTUNITIES AGREEMENT (this “Agreement”) is made as of [______], 2015 by and between Jensyn Acquisition Corp., a Delaware corporation (the “Company”), and Jensyn Integration Services, LLC, a Delaware limited liability company (the “Affiliate”), in connection with the Company’s proposed public offering of units consisting of shares of common stock, par value $0.0001 per share (the “Shares”), rights to receive one-tenth of one Share automatically on the consummation of an initial business combination by the Company, and warrants to purchase one-half of one Share at a price of $11.50 per full Share, as more fully described in a registration statement on Form S-1, filed by the Company with the Securities and Exchange Commission (as amended, the “Registration Statement”).
Jensyn Acquisition Corp.Administrative Services Agreement • November 23rd, 2015 • Jensyn Acquisition Corp. • Blank checks • Delaware
STOCK ESCROW AGREEMENTStock Escrow Agreement • November 23rd, 2015 • Jensyn Acquisition Corp. • Blank checks • New York
This STOCK ESCROW AGREEMENT, dated as of [__________], 2015 (this “Agreement”), is made by and among Jensyn Acquisition Corp., a Delaware corporation (“Company”), Jensyn Capital LLC, a Delaware limited liability company, Jeffrey J. Raymond, Rebecca Irish, Joseph Raymond Peter Underwood, Philip Politziner, Joseph Anastasio and Richard C. Cook (the “Initial Stockholders” and each an “Initial Stockholder”), and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation (“Escrow Agent”).
