Archer Aviation Inc. Sample Contracts

November 2nd, 2020 · Common Contracts · 1000 similar
Atlas Crest Investment Corp.REGISTRATION RIGHTS AGREEMENT

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 27, 2020, is made and entered into by and among Atlas Crest Investment Corp., a Delaware corporation (the “Company”), Atlas Crest Investment LLC, a Delaware limited liability company (the “Sponsor”) and the undersigned parties listed on the signature page hereto under “Holders” (each such party 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”).

November 2nd, 2020 · Common Contracts · 879 similar
Atlas Crest Investment Corp.ATLAS CREST INVESTMENT CORP. UNDERWRITING AGREEMENT

The undersigned, Atlas Crest Investment Corp., a Delaware corporation (the “Company”), hereby confirms its agreement with Cantor Fitzgerald & Co. (“Cantor Fitzgerald” 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,” provided that if only Cantor Fitzgerald is listed on such Schedule A, any references to Underwriters shall refer exclusively to Cantor Fitzgerald)) as follows:

November 2nd, 2020 · Common Contracts · 869 similar
Atlas Crest Investment Corp.PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT

THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of October 27, 2020 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and between Atlas Crest Investment Corp., a Delaware corporation (the “Company”), and Atlas Crest Investment LLC, a Delaware limited liability company (the “Purchaser”).

October 2nd, 2020 · Common Contracts · 789 similar
Atlas Crest Investment Corp.Atlas Crest Investment Corp. New York, New York 10022

This agreement (the “Agreement”) is entered into on August 26, 2020 by and between Atlas Crest Investment LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Atlas Crest Investment 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 14,375,000 shares of Class B common stock, $0.0001 par value per share (the “Shares”), up to 1,875,000 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 and the Subscriber’s agreements regarding such Shares are as follows:

November 2nd, 2020 · Common Contracts · 614 similar
Atlas Crest Investment Corp.INVESTMENT MANAGEMENT TRUST AGREEMENT
November 2nd, 2020 · Common Contracts · 376 similar
Atlas Crest Investment Corp.FORM OF INDEMNITY AGREEMENT

THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of October 27, 2020, by and between Atlas Crest Investment Corp., a Delaware corporation (the “Company”), and _______ (“Indemnitee”).

July 1st, 2021 · Common Contracts · 174 similar
Atlas Crest Investment Corp.October 27, 2020

This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Atlas Crest Investment 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 up to 57,500,000 of the Company’s units (including up to 7,500,000 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 “Class A Common Stock”), and one-third of one redeemable warrant. Each whole warrant (each, a “Warrant”) entitles the holder thereof to purchase one share of Class A Common Stock at a price of $11.50 per share, subject to adjustment as described in the Prospectus (as defined

September 22nd, 2021 · Common Contracts · 102 similar
Archer Aviation Inc.Indemnity Agreement

This Indemnity Agreement, dated as of _____________, 202_ is made by and between Archer Aviation Inc., a Delaware corporation (the “Company”), and _____________________, a director, officer or key employee of the Company or one of the Company’s Subsidiaries or Affiliates (as those terms are defined below) or other service provider who satisfies the definition of Indemnifiable Person set forth below (“Indemnitee”).

November 2nd, 2020 · Common Contracts · 24 similar
Atlas Crest Investment Corp.WARRANT AGREEMENT

THIS WARRANT AGREEMENT (this “Agreement”), dated as of October 27, 2020, is by and between Atlas Crest Investment Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”, and also referred to herein as the “Transfer Agent”).

August 3rd, 2021 · Common Contracts · 19 similar
Atlas Crest Investment Corp.LOAN AND SECURITY AGREEMENT

THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) is dated as of the Effective Date among (a) SILICON VALLEY BANK, a California corporation (“SVB”), in its capacity as administrative agent and collateral agent (“Agent”), (b) SILICON VALLEY BANK, a California corporation, as a lender, (c) SVB INNOVATION CREDIT FUND VIII, L.P., a Delaware limited partnership, as a lender (“Innovation” and with SVB and each of the other lenders from time to time a party hereto collectively the “Lenders” and each individually a “Lender”), and (d) the borrower listed on Schedule I hereto (“Borrower”). The parties agree as follows:

November 2nd, 2020 · Common Contracts · 5 similar
Atlas Crest Investment Corp.Cantor Fitzgerald & Co. New York, New York 10022 October 27, 2020

This is to confirm our agreement whereby Atlas Crest Investment Corp., a Delaware corporation (“Company”), has requested Cantor Fitzgerald & Co. (“Cantor”) and Moelis & Company LLC (“Moelis”, together, the “Advisors” and each an “Advisor”) to assist it in connection with the Company engaging in a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination (in each case, a “Business Combination”) with one or more businesses (each a “Target”) as described in the Company’s Registration Statement on Form S-1 (File No. 333-249289) filed with the Securities and Exchange Commission (“Registration Statement”) in connection with its initial public offering (“IPO”).

March 14th, 2022 · Common Contracts · 5 similar
Archer Aviation Inc.WARRANT TO PURCHASE SHARES of ARCHER AVIATION INC.

THIS CERTIFIES THAT, for value received, FCA Italy S.p.A., a company organized and existing under the laws of Italy, or its registered assigns (the “Holder”), is entitled, subject to the terms and conditions set forth herein, to purchase from ARCHER AVIATION INC., a Delaware corporation (the “Company”), Shares (as defined below), in the amounts, at such times and at the price per share set forth herein. The term “Warrant” as used herein shall include this Warrant and any warrants delivered in substitution or exchange therefor as provided herein.

September 22nd, 2021 · Common Contracts · 4 similar
Archer Aviation Inc.AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT

This Amended and Restated Registration Rights Agreement (this “Agreement”) is made and entered into as of September 16, 2021 (the “Effective Date”) by and among Atlas Crest Investment Corp., a Delaware corporation (the “Company”) and the parties listed on Schedule A hereto (each, a “Holder” and collectively, the “Holders”). Any capitalized term used but not defined herein will have the meaning ascribed to such term in the Business Combination Agreement (as defined below).

November 2nd, 2020 · Common Contracts · 2 similar
Atlas Crest Investment Corp.Atlas Crest Investment Corp.

This letter agreement by and between Atlas Crest Investment Corp. (the “Company”) and Atlas Crest Investment LLC (“Sponsor”), dated as of the date hereof, will confirm our agreement that, commencing on the date the securities of the Company are first listed on The New York Stock Exchange (the “Listing Date”), pursuant to a Registration Statement on Form S-1 and prospectus filed with the U.S. Securities and Exchange Commission (the “Registration Statement”) and continuing until the earlier of the consummation by the Company of an initial business combination or the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”):

July 29th, 2021 · Common Contracts · 2 similar
Atlas Crest Investment Corp.AMENDED AND RESTATED BUSINESS COMBINATION AGREEMENT BY AND AMONG ATLAS CREST INVESTMENT CORP., ARTEMIS ACQUISITION SUB INC., AND ARCHER AVIATION INC. DATED AS OF JULY 29, 2021

This AMENDED AND RESTATED BUSINESS COMBINATION AGREEMENT (this “Agreement”), dated as of July 29, 2021, is made by and among Atlas Crest Investment Corp., a Delaware corporation (“Atlas”), Artemis Acquisition Sub Inc., a Delaware corporation (“Merger Sub”), and Archer Aviation Inc., a Delaware corporation (the “Company”). Atlas, Merger Sub, and the Company shall be referred to herein from time to time individually as a “Party” and collectively as the “Parties”. Capitalized terms used but not otherwise defined herein have the meanings set forth in Section 1.1.

August 10th, 2021
Atlas Crest Investment Corp.SUBLEASE

THIS SUBLEASE (this “Sublease”) is dated for reference purposes as of July 1, 2020, and is made by and between Aurora Innovation, Inc., a Delaware corporation (“Sublessor”), and Archer Aviation, Inc., a Delaware corporation (“Sublessee”). Sublessor and Sublessee hereby agree as follows:

February 10th, 2021
Atlas Crest Investment Corp.SPONSOR LETTER AGREEMENT

This SPONSOR LETTER AGREEMENT (this “Agreement”), dated as of February 10, 2021, is made by and among Atlas Crest Investment LLC, a Delaware limited liability company (the “Sponsor”), Atlas Crest Investment Corp., a Delaware corporation (“Atlas”), Archer Aviation Inc., a Delaware corporation (the “Company”) and, solely for purposes of Sections 5, 7 and 8 (and the other sections of this Agreement solely to the extent relating to Sections 5, 7 and 8), certain individuals, each of whom is a member of Atlas’s board of directors and/or management (the “Insiders”). The Sponsor, Atlas, the Company and the Insiders (solely for purposes of Sections 5, 7 and 8 (and the other sections of this Agreement solely to the extent relating to Sections 5, 7 and 8)) shall be referred to herein from time to time collectively as the “Parties”. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Business Combination Agreement (as defined below).

February 10th, 2021
Atlas Crest Investment Corp.SUBSCRIPTION AGREEMENT

This Subscription Agreement (this “Subscription Agreement”) is being entered into as of the date set forth on the signature page hereto, by and between Atlas Crest Investment Corp., a Delaware corporation (“Atlas”), and the undersigned subscriber (the “Investor”), in connection with the Business Combination Agreement, dated as of the date hereof (as may be amended, supplemented or otherwise modified from time to time, the “Transaction Agreement”), by and among Atlas, Artemis Acquisition Sub Inc., a Delaware corporation (“Merger Sub”) and Archer Aviation Inc., a Delaware corporation (the “Company”), pursuant to which, among other things, the parties will effect the consummation of a series of related transactions to effect the business combination contemplated thereby and Merger Sub will merge with and into the Company, with the Company as the surviving company in the merger and, after giving effect to such merger, the Company will be a wholly-owned subsidiary of Atlas, on the terms and

August 10th, 2021
Atlas Crest Investment Corp.STORAGE/R&D SPACE LICENSE AGREEMENT
August 10th, 2021
Atlas Crest Investment Corp.LEASE NC INVESTMENTS, LLC, a Delaware limited liability company as Landlord, and ARCHER AVIATION INC., a Delaware corporation as Tenant

This Summary of Basic Lease Information (“Summary”) is hereby incorporated into and made a part of the attached Lease. Each reference in the Lease to any term of this Summary shall have the meaning as set forth in this Summary for such term. In the event of a conflict between the terms of this Summary and the Lease, the terms of the Lease shall prevail. Any capitalized terms used herein and not otherwise defined herein shall have the meaning as set forth in the Lease.

May 12th, 2022
Archer Aviation Inc.100494\14214155v13 ARTICLE 8 DEFAULTS 8.1 Default of Tenant ................... ............................................................................... ........... 38 8.2 Remedies ......................................................
August 10th, 2021
Atlas Crest Investment Corp.LEASE AGREEMENT

THIS LEASE AGREEMENT is dated for reference purposes only as of this 11th day of December 2020, between Jack Dymond Lathing Co., LLC, a California limited liability company (“Landlord”), and the Tenant named below.

August 10th, 2021
Atlas Crest Investment Corp.SUBLEASE AGREEMENT BETWEEN DELTA MIKE ENTERPRISES, LLC AND ARCHER

· In consideration for the Original Term and Renewal Term, Lessee agrees to a one-time payment to lessor on March 1, 2021 of forty-five thousand and 00/100 $45,00000. This payment of $45,000.00 will be used solely for the replacement and ADA compliance of exterior stairs on the southwest corner of the building, stairs inside on the west side of the building and an added door to the main hangar doors on the North East side of the building. These repairs are required for Lessees ingress and egress to leased areas. For consideration of these repairs lessor will discount first month’s rent by $3,000.00 and reimburse Lessee $45,000.00 in the form rental abatement of $1,596.52 per month for 23 months starting February 1, 2021.

July 29th, 2021
Atlas Crest Investment Corp.AMENDED AND RESTATED SPONSOR LETTER AGREEMENT

This AMENDED AND RESTATED SPONSOR LETTER AGREEMENT (this “Agreement”), dated as of July 29, 2021, is made by and among Atlas Crest Investment LLC, a Delaware limited liability company (the “Sponsor”), Atlas Crest Investment Corp., a Delaware corporation (“Atlas”), Archer Aviation Inc., a Delaware corporation (the “Company”) and, solely for purposes of Sections 5, 8 and 9 (and the other sections of this Agreement solely to the extent relating to Sections 5, 8 and 9), certain individuals, each of whom is a member of Atlas’s board of directors and/or management (the “Insiders”). The Sponsor, Atlas, the Company and the Insiders (solely for purposes of Sections 5, 8 and 9 (and the other sections of this Agreement solely to the extent relating to Sections 5, 8 and 9)) shall be referred to herein from time to time collectively as the “Parties”. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Business Combination Agreement (as defin

May 12th, 2022
Archer Aviation Inc.CHANGE IN CONTROL AND SEVERANCE AGREEMENT

This Change in Control and Severance Agreement (the “Agreement”) is entered into by and between [ ] (the “Executive”) and Archer Aviation Inc., a Delaware corporation (the “Company”), on [ ], 2022, and is effective as of [ ], 2022 (the “Effective Date”).

May 12th, 2022
Archer Aviation Inc.SUBLEASE AGREEMENT

THIS SUBLEASE AGREEMENT (this “Sublease”) is made and entered into as of January 14, 2022 (the “Effective Date”), by and between FORESCOUT TECHNOLOGIES, INC., a Delaware corporation (“Sublandlord”), and ARCHER AVIATION INC., a Delaware corporation (“Subtenant”).