PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • April 12th, 2021 • Chain Bridge I • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [__________], 2021 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and among Chain Bridge I, a Cayman Islands exempted company (the “Company”) and Chain Bridge Group, a Cayman Islands limited liability company (the “Purchaser”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • April 12th, 2021 • Chain Bridge I • Blank checks • New York
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of [___________], 2021 between Chain Bridge I, a Cayman Islands exempted company (the “Company”), and [__________________] (“Indemnitee”).
REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENTRegistration and Shareholder Rights Agreement • April 12th, 2021 • Chain Bridge I • Blank checks • New York
THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of [__________], 2021, is made and entered into by and among Chain Bridge I, a Cayman Islands exempted company (the “Company”), Chain Bridge Group, a Cayman Islands limited liability company (the “Sponsor”), CB Co-Investment LLC, an affiliate of one of the Underwriters (“CB Co-Investment”) and the undersigned parties listed under Holder on the signature page hereto (each such party, including the Sponsor, CB Co-Investment 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”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • April 12th, 2021 • Chain Bridge I • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of [_____________], 2021, by and between Chain Bridge I, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
CHAIN BRIDGE I 30,000,000 Units Underwriting AgreementUnderwriting Agreement • April 12th, 2021 • Chain Bridge I • Blank checks • New York
Chain Bridge I, a Cayman Islands exempted company (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (collectively, the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 30,000,000 units of the Company (the “Underwritten Units”) and, at the option of the Underwriters, up to an additional 4,500,000 units of the Company (the “Option Units”). The Underwritten Units and the Option Units, collectively, are herein referred to as the “Public Units.”
COWEN AND COMPANY, LLC WELLS FARGO SECURITIES, LLCChain Bridge I • April 12th, 2021 • Blank checks • New York
In addition, with respect to any Claim in which the Company assumes the defense, the Indemnified Person shall have the right to participate in such Claim and to retain his, her or its own counsel therefor at his, her or its own expense. The Company agrees that if any indemnity sought by an Indemnified Person hereunder is held by a court to be unavailable for any reason, then (whether or not an Advisor is an Indemnified Person) the Company and the applicable Advisor shall contribute to the Claim for which such indemnity is held unavailable in such proportion as is appropriate to reflect the relative benefits to the Company, on the one hand, and such Advisor, on the other, in connection with such Advisor’s engagement referred to above, subject to the limitation that in no event shall the amount of any such Advisor’s contribution to such Claim exceed the amount of Fee actually received by such Advisor from the Company pursuant to such engagement. The Company hereby agrees that the relativ
Chain Bridge I Ground Suite Burlingame, CA 94010Letter Agreement • April 12th, 2021 • Chain Bridge I • 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 Chain Bridge I, a Cayman Islands exempted company (the “Company”), and Cowen and Company, LLC and Wells Fargo Securities, LLC (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”) of 34,500,000 of the Company’s units (including 4,500,000 units that may be purchased pursuant to the Underwriters’ option to purchase additional units, the “Units”), each comprised of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-third 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 share, subject to adjustment. The Units will be sold in the Public Offering pursuant to a registration statement on Form S-1 and a prospectus (the “Prosp
Chain Bridge IChain Bridge I • April 12th, 2021 • Blank checks
Reference is made to the Securities Subscription Agreement dated February 3, 2021 (the “Agreement”) between CB Co-Investment LLC, a Delaware limited liability company (the “Subscriber”), and Chain Bridge I, a Cayman Islands exempted company (the “Company”), with respect to the Subscriber’s purchase of 1,429,286 Class B ordinary shares, $0.0001 par value per share (the “Shares”), up to 186,429 of which are subject to forfeiture by Subscriber as described in the Agreement, and Subscriber’s commitment to purchase an aggregate of 1,333,333 Warrants (“Initial Warrants”) and up to an additional 150,000 Warrants (“Additional Warrants”) if the underwriters in the IPO exercise their over-allotment option in full or in part. The purpose of this letter agreement (this “Amendment”) is to amend the Agreement. Capitalized terms used herein but not otherwise defined shall have the meanings ascribed to them in the Agreement.
SECURITIES ASSIGNMENT AGREEMENTSecurities Assignment Agreement • April 12th, 2021 • Chain Bridge I • Blank checks • New York
This Securities Assignment Agreement is dated as of April 9, 2021 (this “Assignment”), by and between CB Co-Investment LLC (the “Seller”), and Chain Bridge Group, a Cayman Islands limited liability company (the “Buyer”).
WARRANT AGREEMENT CHAIN BRIDGE I and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated [_____________], 2021Warrant Agreement • April 12th, 2021 • Chain Bridge I • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated [________________], 2021 is by and between Chain Bridge I, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”).
Chain Bridge IChain Bridge I • April 12th, 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 Chain Bridge I (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”), Chain Bridge Group (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 100 El Camino Real, Ground Suite, Burlingame, CA 94010 (or any successor location). In exchange therefore, the Company shall pay the Sponsor a sum of up to $20,000 per month commencing on the Effective Date and continuing monthly therea
