REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 6th, 2021 • Northern Star Investment Corp. II • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the __ day of ______, 2021, by and among Northern Star Investment Corp. II, a Delaware corporation (the “Company”) and the undersigned parties listed under Investors on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
WARRANT AGREEMENTWarrant Agreement • January 6th, 2021 • Northern Star Investment Corp. II • Blank checks • New York
This Warrant Agreement (this “Agreement”) is made as of _______, 2021 between Northern Star Investment Corp. II, a Delaware corporation, with offices at c/o Graubard Miller, 405 Lexington Ave, New York, New York 10174 (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 1 State Street, New York, New York 10004 (“Warrant Agent”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • January 6th, 2021 • Northern Star Investment Corp. II • Blank checks • New York
This Agreement, made and entered into effective as of ______, 2021 (“Agreement”), by and between Northern Star Investment Corp. II, a Delaware corporation (“Company”), and the undersigned indemnitee (“Indemnitee”).
Northern Star Investment Corp. II c/o Graubard Miller New York, New York 10175 Citigroup Global Markets Inc. New York, New York 10013 Re: Initial Public Offering Gentlemen:Letter Agreement • January 6th, 2021 • Northern Star Investment Corp. II • Blank checks • New York
This letter agreement (this “Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) to be entered into by and between Northern Star Investment Corp. II, a Delaware corporation (the “Company”), and Citigroup Global Markets Inc., as representative (the “Representative”) of the several Underwriters named in Schedule 1 thereto (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (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-fourth of one redeemable warrant, each whole warrant exercisable for one share of Common Stock (each, a “Warrant”). Certain capitalized terms used herein are defined in paragraph 12 hereof.
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • January 6th, 2021 • Northern Star Investment Corp. II • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made as of _________, 2021 by and between Northern Star Investment Corp. II (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”).
