PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • July 14th, 2021 • Peridot Acquisition Corp. III • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may be amended from time to time and including all exhibits referenced herein, this “Agreement”), dated as of [], 2021, is entered into by and between Peridot Acquisition Corp. III, a Cayman Islands exempted company (the “Company”) and Peridot Acquisition Sponsor III, LLC, a Delaware limited liability company (the “Purchaser”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • July 14th, 2021 • Peridot Acquisition Corp. III • Blank checks • New York
THIS INDEMNIFICATION AGREEMENT (this “Agreement”), is made as of [ ], 2021, by and between Peridot Acquisition Corp. III, a Cayman Islands exempted company (the “Company”), and ____________________ (“Indemnitee”).
Peridot Acquisition Corp. IIISecurities Subscription Agreement • July 14th, 2021 • Peridot Acquisition Corp. III • Blank checks • Delaware
This Securities Subscription Agreement (this “Agreement”) is entered into on March 23, 2021 by and between Peridot Acquisition Sponsor III, LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Peridot Acquisition Corp. III, a Cayman Islands exempted company (the “Company”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to subscribe for and purchase 8,625,000 Class B ordinary shares, $0.0001 par value per share (the “Shares”), up to 1,125,000 of which are subject to surrender and cancellation by you if the underwriters of the initial public offering (“IPO”) of the 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:
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • July 14th, 2021 • Peridot Acquisition Corp. III • Blank checks • New York
THIS INVESTMENT MANAGEMENT TRUST AGREEMENT (this “Agreement”) is made effective as of [ ], 2021 by and between Peridot Acquisition Corp. III, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
PERIDOT ACQUISITION CORP. IIIPeridot Acquisition Corp. III • July 14th, 2021 • Blank checks • New York
REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENTRegistration and Shareholder Rights Agreement • July 14th, 2021 • Peridot Acquisition Corp. III • Blank checks • New York
THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of [], 2021, is made and entered into by and among Peridot Acquisition Corp. III, a Cayman Islands exempted company (the “Company”), Peridot Acquisition Sponsor III, LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed under Holder on the signature pages hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively the “Holders”).
Peridot Acquisition Corp. III 2229 San Felipe Street, Suite 1450 Houston, TX 77019Letter Agreement • July 14th, 2021 • Peridot Acquisition Corp. III • Blank checks • New York
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”), entered into by and among Peridot Acquisition Corp. III, a Cayman Islands exempted company (the “Company”), BofA Securities, Inc. and J.P. Morgan Securities LLC, as representatives (the “Representatives”) of the several underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”) of [] of the Company’s units, including up to [] additional units that may be purchased to cover over-allotments, if any, (collectively, the “Units”), each comprised of one Class A ordinary share of the Company, par value $0.0001 per share (the “Ordinary Shares”), and one-[] of one redeemable warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder thereof to purchase one Ordinary Share at a price of $11.50 per Ordinary Share, subject to adjustment. The Units shall be sold in the Public Offering pursuan
