INDEMNITY AGREEMENTIndemnity Agreement • February 2nd, 2021 • Mason Industrial Technology, Inc. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of January 28, 2021, by and between Mason Industrial Technology, Inc., a Delaware corporation (the “Company”), and Diane M. Parisi (“Indemnitee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 2nd, 2021 • Mason Industrial Technology, Inc. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 28, 2021, is made and entered into by and among Mason Industrial Technology, Inc., a Delaware corporation (the “Company”), Mason Industrial Sponsor, LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed under Holder on the signature page hereto (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”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • February 2nd, 2021 • Mason Industrial Technology, Inc. • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of January 28, 2021 by and between Mason Industrial Technology, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
Mason Industrial Technology, Inc. 45,000,000 Units UNDERWRITING AGREEMENTUnderwriting Agreement • February 2nd, 2021 • Mason Industrial Technology, Inc. • Blank checks • New York
Mason Industrial Technology, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for you are acting as Representatives (the “Representatives”), an aggregate of 45,000,000 units (the “Units”) of the Company (said Units to be issued and sold by the Company being hereinafter called the “Underwritten Securities”) (the “Offering”). The Company also proposes to grant to the Underwriters an option to purchase up to 6,750,000 additional Units to cover over-allotments (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as Underwriters, and the term Underwriter shall mean either the singular or plural as the context requires. Certain capitalized terms used in this Agreement a
WARRANT AGREEMENT between MASON INDUSTRIAL TECHNOLOGY, INC. and CONTINENTAL STOCK TRANSFER & TRUST COMPANYWarrant Agreement • February 2nd, 2021 • Mason Industrial Technology, Inc. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of January 28, 2021, is by and between Mason Industrial Technology, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • February 2nd, 2021 • Mason Industrial Technology, Inc. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of January 28, 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between Mason Industrial Technology, Inc., a Delaware corporation (the “Company”), and Mason Industrial Sponsor, LLC, a Delaware limited liability company (the “Purchaser”).
Mason Industrial Technology, Inc. New York, NY 10022Mason Industrial Technology, Inc. • January 12th, 2021 • Blank checks • New York
We are pleased to accept the offer Mason Industrial Sponsor, LLC (the “Subscriber” or “you”) has made to purchase 11,500,000 shares of Class B common stock (the “Shares”), $.0001 par value per share (the “Class B Common Stock” together with all other classes of Company (as defined below) common stock, the “Common Stock”), up to 1,500,000 Shares of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of Mason Industrial Technology, Inc., a Delaware corporation (the “Company”), do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:
Mason Industrial Technology, Inc. New York, NY Re: Initial Public Offering Gentlemen:Letter Agreement • February 2nd, 2021 • Mason Industrial Technology, Inc. • Blank checks • New York
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) to be entered into by and among Mason Industrial Technology, Inc., a Delaware corporation (the “Company”), Citigroup Global Markets Inc. and Jefferies LLC as representatives (the “Representatives”) of the several underwriters (each, an “Underwriter” and collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of 51,750,000 of the Company’s units (including up to 6,750,000 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 one-third of one 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 shall be sold in the Public Offerin
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • February 2nd, 2021 • Mason Industrial Technology, Inc. • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of January 28, 2021, between Mason Industrial Technology, Inc., a Delaware corporation (the “Company”), and Mason Industrial Sponsor, LLC, a Delaware limited liability company (the “Purchaser”).
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • January 22nd, 2021 • Mason Industrial Technology, Inc. • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of [●], 2021, between Mason Industrial Technology, Inc., a Delaware corporation (the “Company”), and Mason Industrial Sponsor LLC, a [●] limited liability company (the “Purchaser”).
