0001493152-18-018090 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 31st, 2018 • Andina Acquisition Corp. III • Blank checks • New York

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the __th day of ____, 2018, by and among Andina Acquisitions Corp. III, a Cayman Islands exempted company (the “Company”), and the undersigned parties listed under Investors on the signature page hereto (each, an “Investor” and collectively, the “Investors”).

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WARRANT AGREEMENT
Warrant Agreement • December 31st, 2018 • Andina Acquisition Corp. III • Blank checks • New York

THIS WARRANT AGREEMENT (“Agreement”) dated as of __________, 2018 (the “Effective Date”) is between Andina Acquisition Corp. III, a Cayman Islands exempted company, (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation (“Warrant Agent”).

RIGHTS AGREEMENT
Rights Agreement • December 31st, 2018 • Andina Acquisition Corp. III • Blank checks • New York

Agreement made as of __________, 2018 between Andina Acquisition Corp. III, a Cayman Islands exempted company, with offices at Calle 113 # 7-45 Torre B, Oficina 1012, Bogotá, Colombia (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 1 State Street, New York, New York 10004 (“Right Agent”).

INVESTMENT MANAGEMENT TRUST AGREEMENT
Investment Management Trust Agreement • December 31st, 2018 • Andina Acquisition Corp. III • Blank checks • New York

This Agreement is made as of _________ ___, 20__ by and between Andina Acquisition Corp. III (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”).

SHARE ESCROW AGREEMENT
Share Escrow Agreement • December 31st, 2018 • Andina Acquisition Corp. III • Blank checks • New York

SHARE ESCROW AGREEMENT, dated as of _____, 2018 (“Agreement”), by and among ANDINA ACQUISITION CORP. III, a Cayman Islands exempted company (“Company”), the shareholders of the Company listed on Exhibit A hereto (collectively the “Holders”) and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation (“Escrow Agent”).

Andina Acquisition Corp. III Calle 113 # 7-45 Torre B Oficina 1012 Bogotá, Colombia
Underwriting Agreement • December 31st, 2018 • Andina Acquisition Corp. III • Blank checks

This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Andina Acquisition Corp. III, a Cayman Islands exempted company (the “Company”), and Cowen and Company, LLC as representative (the “Representative”) of the several Underwriters named in Schedule I thereto (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each comprised of one ordinary share of the Company, par value $0.0001 per share (the “Ordinary Shares”), one right to receive one-tenth of an Ordinary Share (each, a “Right”) and one warrant, each exercisable for one Ordinary Share (each, a “Warrant”). Certain capitalized terms used herein are defined in paragraph 14 hereof.

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