0001104659-21-005636 Sample Contracts

INVESTMENT MANAGEMENT TRUST AGREEMENT
Investment Management Trust Agreement • January 20th, 2021 • Silver Crest Acquisition Corp • Blank checks • New York

This Investment Management Trust Agreement (this “Agreement”) is made effective as of January 13, 2021 by and between Silver Crest Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Trustee”).

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PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT
Private Placement Warrants Purchase Agreement • January 20th, 2021 • Silver Crest Acquisition Corp • Blank checks • New York

THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of January 13, 2021, is entered into by and between Silver Crest Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and Silver Crest Management LLC, a Cayman Islands limited liability company (the “Purchaser”).

REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT
Registration and Shareholder Rights Agreement • January 20th, 2021 • Silver Crest Acquisition Corp • Blank checks • New York

THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of January 13, 2021, is made and entered into by and among Silver Crest Acquisition Corporation, a Cayman Islands exempted company (the “Company”), Silver Crest Management LLC, a Cayman Islands 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 6.2 of this Agreement, a “Holder” and collectively the “Holders”).

Silver Crest Acquisition Corporation Suite 3501, 35/F, Jardine House
Letter Agreement • January 20th, 2021 • Silver Crest Acquisition Corp • Blank checks • New York
SILVER CREST ACQUISITION CORPORATION 30,000,000 Units ($10.00 per Unit) UNDERWRITING AGREEMENT January 13, 2021
Underwriting Agreement • January 20th, 2021 • Silver Crest Acquisition Corp • Blank checks • New York
WARRANT AGREEMENT SILVER CREST ACQUISITION CORPORATION and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated January 13, 2021
Warrant Agreement • January 20th, 2021 • Silver Crest Acquisition Corp • Blank checks • New York

THIS WARRANT AGREEMENT (this “Agreement”), dated January 13, 2021, is by and between Silver Crest Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (in such capacity, the “Warrant Agent”).

SILVER CREST ACQUISITION CORPORATION Suite 3501, 35/F, Jardine House
Silver Crest Acquisition Corp • January 20th, 2021 • Blank checks • New York

This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for the initial public offering (the “IPO”) of the securities of Silver Crest Acquisition Corporation (the “Company”) and continuing until the earlier of (i) the consummation by the Company of an initial business combination and (ii) the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), Silver Crest Management LLC (the “Sponsor”) shall take steps directly or indirectly to make available to the Company certain office space, secretarial and administrative services as may be required by the Company from time to time, situated at Suite 3501, 35/F, Jardine House, 1 Connaught Place, Central, Hong Kong (or any successor location). In exchange therefore, the Company shall pay the Sponsor a sum of $10,000 per month on the Effective Date

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