WARRANT AGREEMENTWarrant Agreement • December 17th, 2018 • CF Finance Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of December 12, 2018, is by and between CF Finance Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”, also referred to herein, in its capacity as the Company’s transfer agent, as the “Transfer Agent”).
CF Finance Acquisition Corp. New York, NY 10022Letter Agreement • December 17th, 2018 • CF Finance Acquisition Corp. • 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 among CF Finance Acquisition Corp., a Delaware corporation (the “Company”), and Cantor Fitzgerald & Co. 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 28,750,000 of the Company’s units (including up to 3,750,000 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 three-quarters of one redeemable warrant. Each whole Warrant (each, a “Warrant”) entitles the holder thereof to purchase one share of Common Stock at a price of $11.50 per share, subject to adjustment. The Units will be sold in the Public Offering pursuant to a re
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 17th, 2018 • CF Finance Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 12, 2018, is made and entered into by and among CF Finance Acquisition Corp., a Delaware corporation (the “Company”), CF Finance Holdings LLC, a Delaware limited liability company (the “Sponsor”) and each of the undersigned individuals (together with the Sponsor 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”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • December 17th, 2018 • CF Finance Acquisition Corp. • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of December 12, 2018, by and between CF Finance Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
INDEMNITY AGREEMENTIndemnity Agreement • December 4th, 2018 • CF Finance Acquisition Corp. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [ ], 2018, by and between CF Finance Acquisition Corp., a Delaware corporation (the “Company”), and [ ] (“Indemnitee”).
PRIVATE PLACEMENT UNITS PURCHASE AGREEMENTPrivate Placement Units Purchase Agreement • December 17th, 2018 • CF Finance Acquisition Corp. • Blank checks • New York
This PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT (this “Agreement”) is made as of the 12th day of December 2018, by and between CF Finance Acquisition Corp., a Delaware corporation (the “Company”), and CF Finance Holdings LLC, a Delaware limited liability company (the “Subscriber”), with a principal place of business at 110 East 59th Street, New York, NY 10022.
UNDERWRITING AGREEMENT between CF FINANCE ACQUISITION CORP. and CANTOR FITZGERALD & CO. Dated: December 12, 2018Underwriting Agreement • December 17th, 2018 • CF Finance Acquisition Corp. • Blank checks • New York
The undersigned, CF Finance Acquisition Corp., a Delaware corporation (the “Company”), hereby confirms its agreement with Cantor Fitzgerald & Co. (“Cantor” or the “Representative”) and with the other underwriters named on Schedule A hereto (if any), for which the Representative is acting as representative (the Representative and such other underwriters being collectively referred to herein as the “Underwriters” or, each underwriter individually, an “Underwriter”), as follows. To the extent there is only one Underwriter, the term Underwriters shall mean the Underwriter.
SUBSCRIPTION AGREEMENTSubscription Agreement • August 4th, 2020 • CF Finance Acquisition Corp. • Blank checks • Delaware
This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”), dated [ ● ], 2020, is entered into by and between CF Finance Acquisition Corp., a Delaware corporation (the “Company”), and [ ● ], a [ ● ] (the “Subscriber”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Transaction Agreement.
ContractExpense Advancement Agreement • December 11th, 2018 • CF Finance Acquisition Corp. • Blank checks • New York
THIS EXPENSE ADVANCEMENT AGREEMENT (this “Agreement”), dated as of December [__], 2018, is made and entered into by and among CF Finance Acquisition Corp., a Delaware corporation (the “Company”), and CF Finance Holdings LLC (the “Sponsor”).
ContractExpense Advancement Agreement • December 17th, 2018 • CF Finance Acquisition Corp. • Blank checks • New York
THIS EXPENSE ADVANCEMENT AGREEMENT (this “Agreement”), dated as of December 12, 2018, is made and entered into by and among CF Finance Acquisition Corp., a Delaware corporation (the “Company”), and CF Finance Holdings LLC (the “Sponsor”).
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • August 4th, 2020 • CF Finance Acquisition Corp. • Blank checks • Delaware
This Sponsor Support Agreement (this “Sponsor Agreement”) is dated as of August 2, 2020, by and among CF Finance Holdings, LLC, a Delaware limited liability company (the “Sponsor”), CF Finance Acquisition Corp., a Delaware corporation (“Company”), Grosvenor Capital Management Holdings, LLLP, an Illinois limited liability limited partnership (“Grosvenor Capital”), and Grosvenor Holdings, L.L.C., an Illinois limited liability company (“Grosvenor Holdings”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Transaction Agreement (as defined below).
AMENDMENT NO. 1 TO FORWARD PURCHASE CONTRACTForward Purchase Contract • August 4th, 2020 • CF Finance Acquisition Corp. • Blank checks
This AMENDMENT NO. 1 TO FORWARD PURCHASE CONTRACT (this “Amendment No. 1”), effective as of August 2, 2020, entered into by and between CF Finance Acquisition Corp., a Delaware corporation (the “Company”) and CF Finance Holdings LLC, a Delaware limited liability company (the “Subscriber”) amends the Forward Purchase Contract (the “Agreement”) as of December 12, 2018, by and among the Company and the Subscriber. Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Agreement. The Company and the Subscriber are referred to herein collectively as the “Parties” and each individually as a “Party.”
