WARRANT AGREEMENT between FTAC ZEUS ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated November 18, 2021Warrant Agreement • November 24th, 2021 • Ftac Zeus Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of November 18, 2021, is by and between FTAC Zeus Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (in such capacity, the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
INDEMNITY AGREEMENTIndemnity Agreement • July 2nd, 2021 • Ftac Zeus Acquisition Corp. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [_____________], 2021, by and between FTAC ZEUS ACQUISITION CORP., a Delaware corporation (the “Company”), and the person executing this Agreement identified on the signature page hereto (“Indemnitee”).
WARRANT AGREEMENT between FTAC ZEUS ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated , 2021Warrant Agreement • July 2nd, 2021 • Ftac Zeus Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of , 2021, is by and between FTAC Zeus Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (in such capacity, the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • November 24th, 2021 • Ftac Zeus Acquisition Corp. • Blank checks
This Investment Management Trust Agreement (this “Agreement”) is made effective as of November 18, 2021 by and between FTAC Zeus Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
FTAC Zeus Acquisition Corp. 35,000,000 Units1 Common Stock Warrants UNDERWRITING AGREEMENTFtac Zeus Acquisition Corp. • November 24th, 2021 • Blank checks • New York
FTAC Zeus Acquisition Corp., a Delaware corporation (the “Company”), proposes to sell to the underwriter named in Schedule I hereto (the “Underwriter”), 35,000,000 units (“Units”) of the Company (said Units to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriter an option to purchase from the Company up to 5,250,000 additional units to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). Certain capitalized terms used herein and not otherwise defined are defined in Section 21 hereof. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses involving the Company.
UNIT SUBSCRIPTION AGREEMENTUnit Subscription Agreement • November 24th, 2021 • Ftac Zeus Acquisition Corp. • Blank checks • New York
This UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of the day of November 18, 2021, by and between FTAC Zeus Acquisition Corp., a Delaware corporation (the “Company”), having its principal place of business at 2929 Arch Street, Suite 1703, Philadelphia, PA 19104, and FTAC Zeus Sponsor, LLC, a Delaware limited liability company (“Subscriber”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 24th, 2021 • Ftac Zeus Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of November 18, 2021, is made and entered into by and among each of FTAC Zeus Acquisition Corp., a Delaware corporation (the “Company”), FTAC Zeus Sponsor, LLC, a Delaware limited liability company, and FTAC Zeus Advisors, LLC, a Delaware limited liability company (collectively, the “Sponsor”) and the undersigned parties listed 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”).
November 18, 2021Letter Agreement • November 24th, 2021 • Ftac Zeus Acquisition Corp. • Blank checks
This letter (“Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into, or proposed to be entered into, by and among FTAC Zeus Acquisition Corp., a Delaware corporation (the “Company”), and Citigroup Global Markets Inc., as the representative of the underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Offering”), of up to 40,250,000 of the Company’s units (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 half of one warrant, each whole warrant exercisable for one share of Common Stock (each, a “Warrant”). The Units sold in the Offering will be registered under the Securities Act of 1933, as amended (the “Securities Act”), pursuant to a registration statement on Form S-1 and prospectus (the “Prospectus”) filed by the Company with the Securities and Exchange Commission (the “Commissi
FTAC ZEUS ACQUISITION CORP.Letter Agreement • November 2nd, 2021 • Ftac Zeus Acquisition Corp. • Blank checks • Pennsylvania
FIRST AMENDMENT TO PROMISSORY NOTEPromissory Note • July 2nd, 2021 • Ftac Zeus Acquisition Corp. • Blank checks
THIS FIRST AMENDMENT TO PROMISSORY NOTE (the “Amendment”) is dated as of the 23rd day of June, 2021 and is made by and between FTAC Zeus Acquisition Corp. (the “Maker”) and FTAC Zeus Sponsor, LLC (the “Payee”).
SECOND AMENDMENT TO PROMISSORY NOTEPromissory Note • November 2nd, 2021 • Ftac Zeus Acquisition Corp. • Blank checks
THIS SECOND AMENDMENT TO PROMISSORY NOTE (the “Amendment”) is dated as of the 28th day of October, 2021 and is made by and between FTAC Zeus Acquisition Corp. (the “Maker”) and FTAC Zeus Sponsor, LLC (the “Payee”).
FTAC ZEUS ACQUISITION CORP.Letter Agreement • November 24th, 2021 • Ftac Zeus Acquisition Corp. • Blank checks
This letter agreement by and between FTAC Zeus Acquisition Corp. (the “Company”) and FTAC Zeus Sponsor, 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 Nasdaq Global Market (the “Listing Date”), pursuant to a Registration Statement on Form S-1 and prospectus filed with the 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”):
