REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 6th, 2021 • Founder SPAC • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2021, is made and entered into by and among Founder SPAC, a Cayman Islands exempted company (the “Company”), Founder SPAC Sponsor, LLC, a Delaware limited liability company (the “Sponsor”), Jefferies, LLC (“Jefferies”) and each of the undersigned parties listed on the signature page hereto under “Holders” (each such party, together with the Sponsor and Jefferies 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”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • October 6th, 2021 • Founder SPAC • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [__], 2021 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and Founder SPAC a Cayman Islands exempted company (the “Company”), and Founder SPAC Sponsor LLC, a Delaware limited liability company (the “Purchaser”).
WARRANT AGREEMENTWarrant Agreement • October 6th, 2021 • Founder SPAC • Blank checks • New York
This agreement (“Agreement”) is made as of [●], 2021 between Founder SPAC, a Cayman Islands exempted company (“Company”), and Continental Stock Transfer & Trust Company, a limited purpose trust company, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
Founder SPAC 11752 Lake Potomac Drive Potomac MD, 20854Letter Agreement • October 6th, 2021 • Founder SPAC • Blank checks
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Founder SPAC, a Cayman Islands exempted company (the “Company”), and Jefferies 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 up to 31,625,000 of the Company’s units (including up to 4,125,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Class A Ordinary Shares”), and one-half of one redeemable warrant. Each whole warrant (each, a “Warrant”) entitles the holder thereof to purchase one Class A Ordinary Share at a price of $11.50 per share, subject to adjustment as described in the Prospectus (as defined below). The Units will
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • October 6th, 2021 • Founder SPAC • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of , 2021, by and among Founder SPAC a Cayman Islands exempted company (the “Company”), and the party listed as the purchaser on the signature page hereof (the “Purchaser”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • October 6th, 2021 • Founder SPAC • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of [●], 2021 by and between Founder SPAC, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
27,500,000 Units FOUNDER SPAC UNDERWRITING AGREEMENTUnderwriting Agreement • October 6th, 2021 • Founder SPAC • Blank checks • New York
Introductory. Founder SPAC, a Cayman Islands exempted company (the “Company”), proposes, upon the terms and subject to the conditions set forth in this agreement (this “Agreement”), to issue and sell to the several underwriters named in Schedule A hereto (the “Underwriters”) an aggregate of 27,500,000 units of the Company (the “Units”). The 27,500,000 Units to be sold by the Company are called the “Firm Securities.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional 4,125,000 Units as provided in Section 2. The additional 4,125,000 Units to be sold by the Company pursuant to such option are collectively called the “Optional Securities.” The Firm Securities and, if and to the extent such option is exercised, the Optional Securities are collectively called the “Offered Securities.” Jefferies LLC (“Jefferies”) has agreed to act as representative of the several Underwriters (in such capacity, the “Representative”) in connection with the offer
