FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 12th, 2018 • Crescent Funding Inc. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2018, is made and entered into by and among Crescent Funding Inc., a Delaware corporation (the “Company”), and CFI Sponsor LLC, a Delaware limited liability company (the “Sponsor”, together with the other parties listed on the signature pages hereto 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 INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • January 12th, 2018 • Crescent Funding Inc. • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of [•], 2018, by and between Crescent Funding Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
FORM OF SPONSOR WARRANTS PURCHASE AGREEMENTSponsor Warrants Purchase Agreement • January 12th, 2018 • Crescent Funding Inc. • Blank checks • New York
THIS SPONSOR WARRANTS PURCHASE AGREEMENT, dated as of [ ], 2018 (as it may from time to time be amended, this “Agreement”), is entered into by and between Crescent Funding Inc., a Delaware corporation (the “Company”), and CFI Sponsor LLC, a Delaware limited liability company (the “Purchaser”).
INDEMNITY AGREEMENTIndemnity Agreement • January 12th, 2018 • Crescent Funding Inc. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [●], 2018, by and between CRESCENT FUNDING INC., a Delaware corporation (the “Company”), and [●] (“Indemnitee”).
CRESCENT FUNDING INC. and Continental Stock Transfer & Trust Company WARRANT AGREEMENT Dated as of [•], 2018Warrant Agreement • January 12th, 2018 • Crescent Funding Inc. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of [•], 2018, is by and between Crescent Funding Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”).
Crescent Funding Inc. 11100 Santa Monica Boulevard, Suite 2000 Los Angeles, California 90025 Re: Initial Public Offering Ladies and Gentlemen:Crescent Funding Inc. • January 12th, 2018 • Blank checks
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into or proposed to be entered into by and among Crescent Funding Inc., a Delaware corporation (the “Company”), and UBS Securities LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as the representatives of the underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of 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 redeemable warrant (each, a “Warrant”). Each Warrant entitles the holder thereof to purchase one-half of one share of Common Stock at a price of $11.50 per whole share, subject to adjustment. The Units shall be sold in the Public Offering pursuant to a
Crescent Funding Inc. 11100 Santa Monica Boulevard, Suite 2000 Los Angeles, CA 90025Crescent Funding Inc. • January 12th, 2018 • Blank checks • New York
This letter agreement by and between Crescent Funding Inc. (the “Company”) and Crescent Capital Group LP, a Delaware limited partnership (“CCG”), 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 Capital 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 and the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”):
