INDEMNITY AGREEMENTIndemnity Agreement • December 31st, 2020 • Hudson Executive Investment Corp. II • Blank checks • Delaware
This INDEMNITY AGREEMENT (this “Agreement”) is made as of _______________, by and between Hudson Executive Investment Corp. II, a Delaware corporation (the “Company”), and ______________ (“Indemnitee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 31st, 2020 • Hudson Executive Investment Corp. II • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of _______________, is made and entered into by and among Hudson Executive Investment Corp. II, a Delaware corporation (the “Company”), HEC Sponsor II LLC, a Delaware limited liability company (the “Sponsor”) and the undersigned parties listed on the signature page hereto under “Holders” (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 • December 31st, 2020 • Hudson Executive Investment Corp. II • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of ___________________ by and between Hudson Executive Investment Corp. II, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • December 31st, 2020 • Hudson Executive Investment Corp. II • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of _________________ (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and among Hudson Executive Investment Corp. II, a Delaware corporation (the “Company”), and HEC Sponsor II LLC, a Delaware limited liability company (the “Purchaser”).
Hudson Executive Investment Corp. II New York, NY 10022 Re: Initial Public Offering Ladies and Gentlemen:Letter Agreement • December 31st, 2020 • Hudson Executive Investment Corp. II • 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 Hudson Executive Investment Corp. II, a Delaware corporation (the “Company”), and Citigroup Global Markets Inc., J.P. Morgan Securities LLC and Barclays Capital Inc., as representatives (the “Representatives”) of the several underwriters (each, an “Underwriter” and collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 23,000,000 of the Company’s units (including up to 3,000,000 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 “Class A Common Stock”), and one-fourth of one redeemable warrant. Each whole warrant (each, a “Warrant”) entitles the holder thereof to purchase one share of Class A Common Stock at a price of $11.50 per sha
WARRANT AGREEMENTWarrant Agreement • December 31st, 2020 • Hudson Executive Investment Corp. II • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of _________________, is by and between Hudson Executive Investment Corp. II, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”, and also referred to herein as the “Transfer Agent”).
Hudson Executive Investment Corp. II New York, NY 10022Subscription Agreement • December 31st, 2020 • Hudson Executive Investment Corp. II • Blank checks • Delaware
This Amended and Restated Subscription Agreement (this “Agreement”) made as of the date hereof for the benefit of Hudson Executive Investment Corp. II (formerly Hudson Executive Investment Corp. III), a Delaware corporation (the “Company,” “we” or “us”), having its principal place of business at 570 Lexington Avenue, 35th Floor, New York, NY 10022 by HEC Sponsor II LLC (formerly HEC Sponsor III LLC), a Delaware limited liability company (“Subscriber” or “you”).
HUDSON EXECUTIVE INVESTMENT CORP. II New York, NY 10022Letter Agreement • December 31st, 2020 • Hudson Executive Investment Corp. II • Blank checks • New York
This letter agreement (this “Agreement”) by and among Hudson Executive Investment Corp. II (the “Company”), HEC Sponsor II LLC (the “Sponsor”) and Hudson Executive Capital LP, an affiliate of the Sponsor (“HEC”), 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 U.S. 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”):
