INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • August 23rd, 2021 • SILVERspac Inc. • Blank checks • New York
Pursuant to Section 1(k) of the Investment Management Trust Agreement between SILVERspac Inc. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of , 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders on behalf of the Company $ of the principal and interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement.
SPONSOR WARRANTS PURCHASE AGREEMENTSponsor Warrants Purchase Agreement • August 23rd, 2021 • SILVERspac Inc. • Blank checks • New York
THIS SPONSOR WARRANTS PURCHASE AGREEMENT, dated as of [●], 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between SILVERspac Inc., a Cayman Islands exempted company (the “Company”), and SILVERspac Sponsor LLC, a Delaware limited liability company (the “Purchaser”).
SILVERspac Inc. New York, New York 10007Letter Agreement • August 23rd, 2021 • SILVERspac Inc. • 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 or proposed to be entered into by and between SILVERspac Inc., a Cayman Islands exempted company (the “Company”), and Goldman, Sachs & Co. and Citigroup Global Markets Inc., as the representatives of the several underwriters named therein (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 Class A ordinary share of the Company, par value $0.0001 per share (each, an “Ordinary Share”), and one-third of one redeemable warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder thereof to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment. The Units shall be sold in the Public Offering
WARRANT AGREEMENT SILVERSPAC INC. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated [●], 2021Warrant Agreement • August 23rd, 2021 • SILVERspac Inc. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated [●], 2021, is by and between SILVERspac Inc., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”).
SILVERspac Inc. 25,000,000 Units Underwriting AgreementUnderwriting Agreement • August 23rd, 2021 • SILVERspac Inc. • Blank checks • New York
SILVERspac Inc., a Cayman Islands exempted company (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (collectively, the “Underwriters”) an aggregate of 25,000,000 units (the “Firm Units”) of the Company and, at the election of the Underwriters, up to 3,750,000 additional units, if any (the “Optional Units,” the Optional Units, together with the Firm Units, that the Underwriters elect to purchase pursuant to Section 2 hereof being collectively called the “Units”).
FORM OF INVESTMENT AGREEMENTForm of Investment Agreement • August 23rd, 2021 • SILVERspac Inc. • Blank checks • Delaware
THIS INVESTMENT AGREEMENT (this “Agreement”), dated as of [●], 2021, is by and between (i) SILVERspac Sponsor LLC (“Sponsor”) and (ii) [●] (“Investor”). Capitalized terms used and not otherwise defined herein shall have the meanings ascribed to such terms in the Amended and Restated Limited Liability Company Agreement of Sponsor, dated [●], 2021 (as amended, restated, supplemented, waived and otherwise modified from time to time in accordance with its terms, the “LLC Agreement”).
