6,000,000 Units Global Lights Acquisition Corp UNDERWRITING AGREEMENT Chardan Capital Markets, LLC 17 State Street, Suite 2130 New York, New York 10004 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: The...Underwriting Agreement • November 6th, 2023 • Global Lights Acquisition Corp • Blank checks • New York
FORM OF REGISTRATION RIGHTS AGREEMENTForm of Registration Rights Agreement • November 6th, 2023 • Global Lights Acquisition Corp • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2023, is made and entered into by and among Global Lights Acquisition Corp, a Cayman Islands exempted company (the “Company”), Carbon Neutral Holdings Inc. (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”).
FORM OF RIGHTS AGREEMENTForm of Rights Agreement • November 6th, 2023 • Global Lights Acquisition Corp • Blank checks • New York
This Right Agreement (this “Agreement”) is made as of [•], 2023 between Global Lights Acquisition Corp, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purposes trust company, with offices at 1 State Street, New York, New York 10004 (“Rights Agent”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • November 6th, 2023 • Global Lights Acquisition Corp • Blank checks
WHEREAS, the Company wishes for the Indemnitee to serve on its Board of Directors (the “Board”) or as an officer of the Company and wishes to provide the Indemnitee with specific contractual assurance of the Indemnitee’s rights to indemnification against litigation risks and expenses arising from his position as a Director or Officer (as defined below) to the full extent permitted by applicable law;
FORM OF INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • November 6th, 2023 • Global Lights Acquisition Corp • Blank checks
This Investment Management Trust Agreement (this “Agreement”) is made effective as of [●], 2023 by and between Global Lights Acquisition Corp, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purposes trust company (the “Trustee”).
Global Lights Acquisition Corp Room 902, Unit 1, 8th Floor, Building 5 No. 201, Tangli Road Chaoyang District, Beijing 100123 The People’s Republic of ChinaGlobal Lights Acquisition Corp • November 6th, 2023 • Blank checks
This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Global Lights Acquisition Corp, a Cayman Islands company (the “Company”), and Chardan Capital Markets, LLC, as Representative (the “Representative”) of the several underwriters named on Schedule A thereto (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each comprised of one ordinary share of the Company, par value $0.0001 per share (the “Ordinary Share”), and one right to receive one-six (1/6) of one Ordinary Share (the “Rights”). Certain capitalized terms used herein are defined in paragraph 14 hereof.
FORM OF PRIVATE PLACEMENT UNITS SUBSCRIPTION AGREEMENTForm of Private Placement Units Subscription Agreement • November 6th, 2023 • Global Lights Acquisition Corp • Blank checks • New York
This PRIVATE PLACEMENT UNITS SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of __________, 2023, by and between Global Lights Acquisition Corp, a Cayman Islands exempted company (the “Company”), having its principal place of business at Room 902, Unit 1, 8th Floor, Building 5, No. 201, Tangli Road, Chaoyang District, Beijing 100123, the People’s Republic of China, and Carbon Neutral Holdings Inc., a Cayman Islands limited liability company, having its principal place of business at Building 5, No. 201, Tangli Road, Chaoyang District, Beijing 100123, the People’s Republic of China(the “Subscriber”).
Global Lights Acquisition Corp Room 902, Unit 1, 8th Floor, Building 5 No. 201, Tangli Road Chaoyang District, Beijing 100123 The People’s Republic of ChinaGlobal Lights Acquisition Corp • November 6th, 2023 • Global Lights Acquisition Corp • Blank checks
This letter agreement by and between Global Lights Acquisition Corp, a Cayman Islands exempted company (the “Company”) and Carbon Neutral Holdings Inc.(“Sponsor”), dated as of the date hereof, will confirm our agreement that, commencing on the date the securities of the Company are first listed on the Nasdaq Global Market (the “Listing Date”), pursuant to a Registration Statement on Form S-1 and prospectus filed with the Securities and Exchange Commission (the “Registration Statement”) and continuing until the earlier of the consummation by the Company of an initial business combination or the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”):
AMENDMENT TO PROMISSORY NOTEPromissory Note • November 6th, 2023 • Global Lights Acquisition Corp • Blank checks • New York
This Amendment (the "Amendment') to Promissory Note (the "Original Note), dated December 23, 2021, between Carbon Neutral Holdings Inc., a Cayman Islands limited liability company ("Payee"), and Global Lights Acquisition Corp. ("Maker") is entered into as of April [24], 2023. Capitalized terms used but not defined herein shall have the meanings ascribed in the Original Note.
