WARRANT AGREEMENT by and between NOBLE EDUCATION ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANYWarrant Agreement • September 7th, 2022 • Noble Education Acquisition Corp. • Blank checks • New York
This WARRANT AGREEMENT (this “Agreement”), dated as of [●], 2022, is entered into by and between Noble Education Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • September 7th, 2022 • Noble Education Acquisition Corp. • Blank checks • New York
This INVESTMENT MANAGEMENT TRUST AGREEMENT (this “Agreement”) is made and entered into effective as of [●], 2022, by and between Noble Education Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, LLC, a New York corporation (the “Trustee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 7th, 2022 • Noble Education Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [•], 2022, is made and entered into by and among Noble Education Acquisition Corp., a Delaware corporation (the “Company”) and Noble Education Sponsor LLC, a Delaware limited liability company (the “Sponsor,” together with 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”).
Noble Education Acquisition Corp. Miami, Florida 33131 Re: Initial Public Offering Ladies and Gentlemen:Letter Agreement • September 7th, 2022 • Noble Education Acquisition Corp. • Blank checks
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Noble Education Acquisition Corp., a Delaware corporation (the “Company”), and EF Hutton, a division of Benchmark Investments, Inc., as representative (the “Representative”) of the underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of 11,500,000 of the Company’s units (including up to 1,500,000 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”), one right (the “Right”) and one redeemable warrant (the “Warrant”). Each Right entitles the holder thereof to receive one-tenth (1/10) of one share of Common Stock upon the consummation of the Company’s initial business combination, subject to adjustment. Each Warrant entitles the
PRIVATE PLACEMENT WARRANT PURCHASE AGREEMENTPrivate Placement Warrant Purchase Agreement • September 7th, 2022 • Noble Education Acquisition Corp. • Blank checks • New York
This PRIVATE PLACEMENT WARRANT PURCHASE AGREEMENT, dated as of [•], 2022 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and between Noble Education Acquisition Corp., a Delaware corporation (the “Company”), and Noble Education Sponsor LLC, a Delaware limited liability company (the “Purchaser”).
