REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 10th, 2021 • Energem Corp • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of ___________, 2021, is made and entered into by and among Energem Corp, a Cayman Islands exempted corporation (the “Company”), Energem LLC, a Cayman Islands limited liability company (the “Sponsor”), and each of the undersigned parties listed on the signature page hereto under “Holders” (each such party, together with the Sponsor and 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”).
ENERGEM CORPEnergem Corp • September 10th, 2021 • New York
This agreement (the “Agreement”) is entered into on August __, 2021, by and between Energem LLC, a Cayman Islands limited liability company (the “Subscriber” or “you”), and Energem Corp, a Cayman Islands exempted company (the “Company,” “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 2,875,000 Class B common shares, $0.0001 par value per share (the “Shares”), up to 375,000 of which are subject to forfeiture by you if the underwriters of the initial public offering (“IPO”) of units (“Units”) of the Company, do not fully exercise their over-allotment option (the “Over-allotment Option”). The Company and the Subscriber’s agreements regarding such Shares are as follows:
INDEMNITY AGREEMENTIndemnity Agreement • September 10th, 2021 • Energem Corp • New York
This INDEMNITY AGREEMENT (this “Agreement”) is effective as of _____, 2021, by and between Energem Corp, a Cayman Islands exempted company (the “Company”), and _______, an individual (“Indemnitee”).
WARRANTS THIS WARRANT SHALL BE NULL AND VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW ENERGEM CORP Formed under the Laws of the Cayman IslandsEnergem Corp • September 10th, 2021
This Warrant Certificate certifies that ______________________, or registered assigns, is the registered holder of ____________ warrant(s) evidenced hereby (the “Warrants” and each, a “Warrant”) to purchase shares of Class A common stock, $0.0001 par value per share (“Common Stock”), of Energem Corp (the “Company”).
September ___, 2021Letter Agreement • September 10th, 2021 • Energem Corp • New York
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Energem Corp, a Cayman Islands exempted company (the “Company”), and EF Hutton, division of Benchmark Investments, LLC, as representative of the several underwriters (the “Underwriter”), relating to an underwritten initial public offering (the “Public Offering”), of up to 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 ordinary shares, par value $0.0001 per share (the “Class A ordinary shares”), and three-fourths of one redeemable warrant. Each whole warrant (each, a “Public Warrant”) entitles the holder thereof to purchase one share of Class A ordinary shares at a price of $11.50 per share, subject to adjustment as described in the Prospectus (as defined below). The Units will b
Re: Form of Placement Unit Purchase AgreementEnergem Corp • September 10th, 2021
Energem Corp (the “Company”), a blank check company formed for the purpose of acquiring one or more businesses or entities (a “Business Combination”), intends to register its securities under the Securities Act of 1933, as amended (“Securities Act”), in connection with its initial public offering (“IPO”), pursuant to a registration statement on Form S-1 (“Registration Statement”).
ENERGEM CORP Level 10, Tower 11 (Sanichi) Avenue 5, No. 8, Jalan Kerinchi Bangsar South, 59200 Wilayah Persekutuan Kuala Lumpur, MalaysiaLetter Agreement • September 10th, 2021 • Energem Corp
This letter agreement will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for the initial public offering (the “IPO”) of the securities of Energem Corp (the “Company”) and continuing until the earlier of (i) the consummation by the Company of an initial business combination and (ii) the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”):
WARRANT AGREEMENTWarrant Agreement • September 10th, 2021 • Energem Corp • New York
THIS WARRANT AGREEMENT (“Agreement”) is made as of August __, 2021 between Energem Corp, a Cayman Islands corporation, with offices at Level 10, Tower 11 (Sanichi), Avenue 5, No. 8, Jalan Kerinchi, Bangsar South, 59200 Wilayah Persekutuan Kuala Lumpur, Malaysia (“Company”), and Continental Stock Transfer & Trust Company, a limited purpose trust company, with offices at 1 State Street, 30th Floor, New York, New York 10004, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
