INDEMNITY AGREEMENTIndemnity Agreement • September 4th, 2019 • Experience Investment Corp. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [ ], 2019, by and between Experience Investment Corp., a Delaware corporation (the “Company”), and [ ] (“Indemnitee”).
25,000,000 Units Experience Investment Corp. UNDERWRITING AGREEMENTUnderwriting Agreement • September 4th, 2019 • Experience Investment Corp. • Blank checks • New York
Experience Investment Corp., a Delaware corporation (the “Company”), proposes to sell to you and, as applicable, to the several underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “Representatives”) are acting as representative, 25,000,000 units (the “Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to 3,750,000 additional units to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representative 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 herein and not o
Experience Investment Corp. Denver, CO 80206 Re: Initial Public Offering Gentlemen:Letter Agreement • September 4th, 2019 • Experience Investment Corp. • Blank checks
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 Experience Investment Corp., a Delaware corporation (the “Company”), Deutsche Bank Securities Inc., Citigroup Global Markets Inc. and J.P. Morgan Securities 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 up to 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 one-third 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 a
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 4th, 2019 • Experience Investment Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September [ ], 2019, is made and entered into by and among Experience Investment Corp., a Delaware corporation (the “Company”), Experience Sponsor LLC, a Delaware limited liability company (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”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • September 4th, 2019 • Experience Investment Corp. • Blank checks • New York
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • September 4th, 2019 • Experience Investment Corp. • Blank checks • Delaware
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of , 2019 (as it may from time to time be amended, this “Agreement”), is entered into by and between Experience Investment Corp., a Delaware corporation (the “Company”), and Experience Sponsor LLC, a Delaware limited liability company (the “Purchaser”).
WARRANT AGREEMENT between EXPERIENCE INVESTMENT CORP. and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLCWarrant Agreement • September 4th, 2019 • Experience Investment Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of , 2019, is by and between Experience Investment Corp., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
