INDEMNITY AGREEMENTIndemnity Agreement • June 14th, 2022 • Acri Capital Acquisition Corp • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of June 9, 2022, by and between Acri Capital Acquisition Corporation, a Delaware corporation (the “Company”), and [●] (“Indemnitee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 14th, 2022 • Acri Capital Acquisition Corp • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 9, 2022, is made and entered into by and among Acri Capital Acquisition Corporation, a Delaware corporation (the “Company”) and Acri Capital Sponsor LLC, a Delaware limited liability company (the “Sponsor”, and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement is defined as a “Holder” and collectively the “Holders”).
Acri Capital Acquisition Corporation 7,500,000 Units UNDERWRITING AGREEMENTUnderwriting Agreement • June 14th, 2022 • Acri Capital Acquisition Corp • Blank checks • New York
Acri Capital Acquisition Corporation, a Delaware corporation (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 7,500,000 units (the “Firm Units”) of the Company and, at the election of the Underwriters, up to 1,125,000 additional units, if any (the “Optional Units,” together with the Firm Units, the “Units”).
AMENDED and RESTATED INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • June 14th, 2022 • Acri Capital Acquisition Corp • Blank checks • New York
This Amended and Restated Investment Management Trust Agreement (the “Agreement”) is made effective as of June 9, 2022, by and between Acri Capital Acquisition Corporation, a Delaware corporation (the “Company”) and Wilmington Trust, National Association, a national banking association (the “Trustee”) and amends and restates in its entirety that certain Investment Management Trust Agreement entered between the Company and the Trustee on April 20, 2022 (the “April 20 Agreement”).
Acri Capital Acquisition Corporation 13284 Pond Springs Rd, Ste 405 Austin, Texas 78729Letter Agreement • June 14th, 2022 • Acri Capital Acquisition Corp • Blank checks
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) to be entered into by and among Acri Capital Acquisition Corporation, a Delaware corporation (the “Company”), EF Hutton, division of Benchmark Investments, LLC (“EF Hutton”), as the representative (the “Representative”) of the several underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 7,500,000 of the Company’s units (including up to 1,125,000 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-half of one redeemable warrant. Each Warrant (each, a “Warrant”) entitles the holder thereof to purchase one share of Class A Common Stock at a price of $11.50 per share, subject to adjustment. No fractional warrants will be issued u
WARRANT AGREEMENTWarrant Agreement • June 14th, 2022 • Acri Capital Acquisition Corp • Blank checks • New York
This WARRANT AGREEMENT (this “Agreement”) is made as of June 9, 2022 between Acri Capital Acquisition Corporation, a Delaware corporation, with offices at 13284 Pond Springs Rd, Ste 405, Austin, Texas 78729 (“Company”), and VStock Transfer, LLC, a California limited liability company, with offices at 18 Lafayette Place, Woodmere, NY 11598, as warrant agent (“Warrant Agent”).
PRIVATE PLACEMENT WARRANT PURCHASE AGREEMENTPrivate Placement Warrant Purchase Agreement • June 14th, 2022 • Acri Capital Acquisition Corp • Blank checks • Delaware
THIS PRIVATE PLACEMENT WARRANT PURCHASE AGREEMENT, dated as of June 9, 2022 (as it may from time to time be amended, this “Agreement”), is entered into by and between Acri Capital Acquisition Corporation, a Delaware corporation (the “Company”), and Acri Capital Sponsor LLC, a Delaware limited liability company (the “Sponsor”).
ACRI CAPITAL ACQUISITION CORPORATION 13284 Pond Spring Rd, Ste 405. Austin, Texas 78729Acri Capital Acquisition Corp • June 14th, 2022 • Blank checks • New York
This letter agreement by and between Acri Capital Acquisition Corporation (the “Company”) and Acri Capital Sponsor LLC (the “Provider”), dated as of the date of this letter agreement, will confirm our agreement that, commencing on the date the Registration Statement on Form S-1 and prospectus filed with the U.S. Securities and Exchange Commission (File No.333-263477) (the “Registration Statement”) is declared effective (the “Effective Date”) and continuing until the earliest of (a) the consummation by the Company of an initial business combination, (b) the Company’s liquidation and (c) 9 months from the Effective Date (such earliest date hereinafter referred to as the “Termination Date”) (in the case of clauses (a) and (b), as described in the Registration Statement).
COMPANY STOCKHOLDER SUPPORT AGREEMENTCompany Stockholder Support Agreement • February 20th, 2024 • Acri Capital Acquisition Corp • Blank checks • Delaware
THIS COMPANY STOCKHOLDER SUPPORT AGREEMENT, dated as of February 18, 2024 (the “Agreement”), by and among Acri Capital Acquisition Corporation, a Delaware corporation (“Parent”), Foxx Development Inc., a Texas corporation (the “Company”) and the undersigned Persons and entities hereto (each, a “Holder” and collectively, the “Holders”) of the Company.
TRUST AMENDMENTInvestment Management Trust Agreement • April 10th, 2024 • Acri Capital Acquisition Corp • Blank checks • New York
THIS AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT (this “Amendment”) is made as of April 10, 2024 by and between Acri Capital Acquisition Corporation, a Delaware corporation (the “Company”), and Wilmington Trust, National Association, a national banking association (the “Trustee”). Capitalized terms contained in this Amendment, but not specifically defined in this Amendment, shall have the meanings ascribed to such terms in that certain Amended and Restated Investment Management Trust Agreement, dated June 9, 2022 and as amended on July 12, 2023, by and between the parties hereto (the “Trust Agreement”).
LOCK-UP AGREEMENTLock-Up Agreement • February 20th, 2024 • Acri Capital Acquisition Corp • Blank checks • Delaware
This Lock-Up Agreement (this “Agreement”) is dated as of [*], by and between the shareholder set forth on the signature page to this Agreement (the “Holder1”) and Acri Capital Merger Sub I Inc., a Delaware corporation and wholly-owned subsidiary of the Parent (the “Purchaser”). Capitalized terms used and not otherwise defined herein shall have the meanings given such terms in the Business Combination Agreement (as defined below).
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • February 20th, 2024 • Acri Capital Acquisition Corp • Blank checks • Delaware
THIS SPONSOR SUPPORT AGREEMENT, dated as of February 18, 2024 (the “Agreement”), by and among Foxx Development Inc., a Texas corporation (the “Company”), Acri Capital Acquisition Corporation, a Delaware corporation (“Parent”), and Acri Capital Sponsor LLC (the “Sponsor”).
Acri Capital Acquisition Corporation AMENDMENT TO THE UNDERWRITING AGREEMENTUnderwriting Agreement • February 23rd, 2024 • Acri Capital Acquisition Corp • Blank checks • New York
This Amendment (this “Amendment”) to the Underwriting Agreement (the “Underwriting Agreement”), dated as of June 9, 2022, is entered into by and between Acri Capital Acquisition Corporation, a Delaware corporation (the “Company”) and EF Hutton LLC (f/k/a EF Hutton, division of Benchmark Investments, LLC) (the “Representative”), as representative of the several underwriters named on Schedule I to the Underwriting Agreement (the “Underwriters,” together with the Company, the “Parties” and individually, a “Party”).
BUSINESS COMBINATION AGREEMENTBusiness Combination Agreement • February 20th, 2024 • Acri Capital Acquisition Corp • Blank checks • Delaware
This Business Combination Agreement (this “Agreement”), dated as of February 8, 2024 (the “Signing Date”), is made and entered into by and among Acri Capital Acquisition Corporation, a Delaware corporation (the “Parent”), Acri Capital Merger Sub I Inc., a Delaware corporation formed to become a wholly-owned subsidiary of the Parent (the “Purchaser”), Acri Capital Merger Sub II Inc., a Delaware corporation formed to become a wholly-owned subsidiary of the Purchaser (“Merger Sub”), and Foxx Development Inc., a Texas for profit corporation (the “Company”).
AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • July 12th, 2023 • Acri Capital Acquisition Corp • Blank checks • New York
THIS AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT (this “Amendment”) is made as of July 12, 2023 by and between Acri Capital Acquisition Corporation, a Delaware corporation (the “Company”), and Wilmington Trust, National Association, a national banking association (the “Trustee”). Capitalized terms contained in this Amendment, but not specifically defined in this Amendment, shall have the meanings ascribed to such terms in that certain Amended and Restated Investment Management Trust Agreement, dated June 9, 2022, by and between the parties hereto (the “Trust Agreement”).
Acri Capital Acquisition Corporation 13284 Pond Springs Rd, Ste 405 Austin, Texas 78729Letter Agreement • November 21st, 2022 • Acri Capital Acquisition Corp • Blank checks
Whereas, the undersigned parties (the “Parties”) entered into a Letter Agreement (the “Existing Agreement”) dated June 9, 2022, in connection with the initial public offering of Acri Capital Acquisition Corporation (the “Company”).
