AltC Acquisition Corp. 45,000,000 Shares of Class A Common Stock[1] UNDERWRITING AGREEMENTUnderwriting Agreement • July 12th, 2021 • AltC Acquisition Corp. • Blank checks • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 12th, 2021 • AltC Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 7, 2021, is made and entered into by and among AltC Acquisition Corp., a Delaware corporation (the “Company”), AltC Sponsor LLC, a Delaware 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 5.2 of this Agreement, a “Holder” and collectively the “Holders”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • July 12th, 2021 • AltC Acquisition Corp. • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of July 7, 2021 by and between AltC Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Trustee”).
INDEMNITY AGREEMENTIndemnity Agreement • July 12th, 2021 • AltC Acquisition Corp. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of July 7, 2021 by and between AltC Acquisition Corp., a Delaware corporation (the “Company”), and [NAME OF D&O] (“Indemnitee”).
AltC Acquisition Corp.Letter Agreement • July 12th, 2021 • AltC Acquisition 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 AltC Acquisition Corp., a Delaware corporation (the “Company”) and Citigroup Global Markets Inc. (the “Representative”), relating to an underwritten initial public offering (the “Public Offering”), of up to 46,000,000 (including up to 6,000,000 shares that may be purchased to cover over-allotments, if any) shares (the “Shares”) of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”) The Shares will be sold in the Public Offering pursuant to a registration statement on Form S-1 and a prospectus (the “Prospectus”) filed by the Company with the U.S. Securities and Exchange Commission (the “Commission”). Certain capitalized terms used herein are defined in paragraph 11 hereof.
PRIVATE PLACEMENT SHARES PURCHASE AGREEMENTPrivate Placement Shares Purchase Agreement • July 12th, 2021 • AltC Acquisition Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT SHARES AGREEMENT, dated as of July 7, 2021 (this “Agreement”), is entered into by and between AltC Acquisition Corp., a Delaware corporation (the “Company”), and AltC Sponsor LLC, a Delaware limited liability company (the “Purchaser”).
AltC Acquisition Corp.Letter Agreement • July 12th, 2021 • AltC Acquisition Corp. • Blank checks • New York
