UNDERWRITING AGREEMENTUnderwriting Agreement • November 18th, 2021 • Mountain Crest Acquisition Corp. V • Blank checks • New York
Chardan Capital Markets, LLC 17 State Street, 21st Floor New York, New York 10004 As Representative of the Underwriters named on Schedule A hereto
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 18th, 2021 • Mountain Crest Acquisition Corp. V • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the [●] day of November, 2021, by and among Mountain Crest Acquisition Corp. V, a Delaware corporation (the “Company”) and the undersigned parties listed under Investors on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
FORM OF INDEMNITY AGREEMENTIndemnification Agreement • November 18th, 2021 • Mountain Crest Acquisition Corp. V • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of November [●], 2021, by and between Mountain Crest Acquisition Corp. V, a Delaware corporation (the “Company”), and the undersigned directors and officers of the Company (“Indemnitee”).
RIGHTS AGREEMENTRights Agreement • November 18th, 2021 • Mountain Crest Acquisition Corp. V • Blank checks • New York
This Rights Agreement (this “Agreement”) is made as of November 12, 2021 between Mountain Crest Acquisition Corp. V, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 1 State Street, New York, New York 10004 (the “Right Agent”).
November [●], 2021 Mountain Crest Acquisition Corp. V 311 West 43rd Street, 12th Floor New York, NY 10036 Chardan Capital Markets, LLC 17 State Street, Suite 1600 New York, NY 10004Underwriting Agreement • November 18th, 2021 • Mountain Crest Acquisition Corp. V • Blank checks
This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Mountain Crest Acquisition Corp. V, a Delaware corporation (the “Company”), and Chardan Capital Markets, LLC, as Representative (the “Representative”) of the several underwriters named on Schedule A 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 common stock of the Company, $0.0001 par value (the “Common Stock”) and one right to receive one-tenth (1/10) of one share of Common Stock (the “Rights”). Certain capitalized terms used herein are defined in paragraph 16 hereof.
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • November 18th, 2021 • Mountain Crest Acquisition Corp. V • Blank checks • New York
This Extension Letter shall serve as the notice required with respect to Extension prior to the Applicable Deadline. Capitalized words used herein and not otherwise defined shall have the meanings ascribed to them in the Trust Agreement.
STOCK ESCROW AGREEMENTStock Escrow Agreement • November 18th, 2021 • Mountain Crest Acquisition Corp. V • Blank checks • New York
MOUNTAIN CREST ACQUISITION CORP. V 311 West 43rd Street, 12th Floor New York, NY 10036Office Space and Administrative Services Agreement • November 18th, 2021 • Mountain Crest Acquisition Corp. V • Blank checks
This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for the initial public offering (the “IPO”) of the securities of Mountain Crest Acquisition Corp. V (the “Company”) and continuing until the earlier of (i) the consummation by the Company of an initial business combination or (ii) the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), Mountain Crest Global Holdings LLC (“Sponsor”) shall make available to the Company certain office space, secretarial and administrative services as may be required by the Company from time to time, situated at 311 West 43rd Street, 12th Floor, New York, NY 10036 (or any successor location). In exchange therefore, the Company shall pay Sponsor a sum not to exceed $10,000 per month, respectively, on the Effective Date and continuing monthly thereafte
