0001437749-25-001429 Sample Contracts
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 21st, 2025 • Archimedes Tech SPAC Partners II Co. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2025, is made and entered into by and among Archimedes Tech SPAC Partners II Co., a Cayman Islands exempted company (the “Company”), Archimedes Tech SPAC Sponsors II LLC, a Delaware limited liability company (the “Sponsor”), and the other parties listed on the signature pages hereto and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement (each such party, together with the Sponsor, a “Holder” and collectively, the “Holders”).
UNDERWRITING AGREEMENTUnderwriting Agreement • January 21st, 2025 • Archimedes Tech SPAC Partners II Co. • Blank checks • New York
The undersigned, Archimedes Tech SPAC Partners II Co., a Cayman Islands exempted company (the “Company”), hereby confirms its agreement with BTIG, LLC (“BTIG” or the “Representative”) and with the other underwriters named on Schedule A hereto (if any), for which the Representative is acting as representative (the Representative and such other underwriters being collectively referred to herein as the “Underwriters” or, each underwriter individually, an “Underwriter,” provided that, if only BTIG is listed on such Schedule A, any references to the Underwriters shall refer exclusively to BTIG) as follows:
WARRANT AGREEMENTWarrant Agreement • January 21st, 2025 • Archimedes Tech SPAC Partners II Co. • Blank checks • New York
This WARRANT AGREEMENT (this “Agreement”) is made as of [●], 2025 between Archimedes Tech SPAC Partners II Co., a Cayman Islands exempted company (the “Company”), and Odyssey Transfer and Trust Company, a Minnesota corporation, as warrant agent (the “Warrant Agent”).
LETTER AGREEMENT Dated [●], 2025Letter Agreement • January 21st, 2025 • Archimedes Tech SPAC Partners II Co. • Blank checks
This letter agreement (this “Letter Agreement”) is entered into by and among Archimedes Tech SPAC Partners II Co., a Cayman Islands exempted company (the “Company”), Archimedes Tech SPAC Sponsors II LLC, a Delaware limited liability company (the “Sponsor”), and each other undersigned person (each such other undersigned person, an “Insider” and collectively, the “Insiders”). Reference is made to that certain underwriting agreement (the “Underwriting Agreement”) entered into or proposed to be entered into by and between the Company and BTIG, LLC, as representative (the “Representative”) of the several underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 23,000,000 of the Company’s units (including up to 3,000,000 units that may be purchased to cover the Underwriters’ option to purchase additional units, if any) (the “Units”), each comprised of one ordinary share of the Company, par value $0.0001 per share (“Ordinary Shar
FORM OF PRIVATE UNITS PURCHASE AGREEMENTPrivate Units Purchase Agreement • January 21st, 2025 • Archimedes Tech SPAC Partners II Co. • Blank checks
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • January 21st, 2025 • Archimedes Tech SPAC Partners II Co. • Blank checks
This Investment Management Trust Agreement (this “Agreement”) is made effective as of [●], 2025, by and between Archimedes Tech SPAC Partners II Co., a Cayman Islands exempted company (the “Company”), and Odyssey Transfer and Trust Company, a Minnesota corporation (the “Trustee”).