FINTECH ACQUISITION CORP.
Exhibit 10.5
| , | 2008 | |||
The Bancorp, Inc.
000 Xxxxxxxxxx Xxxx
Xxxxxxxxxx, XX 00000
000 Xxxxxxxxxx Xxxx
Xxxxxxxxxx, XX 00000
Re: Administrative Services
Ladies and Gentlemen:
This letter will confirm our agreement that, commencing on the closing date (the “Effective
Date”) of the initial public offering (the “IPO”) of the securities of FinTech Acquisition Corp.
(the “Company”), and continuing until the consummation by the Company of a business combination or
upon the Company’s liquidation (in each case as described in the registration statement on Form
S-1, registration number 333—149977, filed with the Securities and Exchange Commission (the
“Registration Statement”) with respect to the IPO (such date hereinafter referred to as the
“Termination Date”), The Bancorp, Inc. (“Bancorp”) shall make available to the Company, at 000
Xxxxxxxxxx Xxxx, Xxxxxxxxxx, Xxxxxxxx 00000 (or any successor location), office space, utilities,
technology, secretarial support and other administrative services as may be reasonably required by
the Company to carry on its business as described in the Registration Statement. In exchange
therefor, the Company shall pay to Bancorp the sum of $7,500 per month (the “Fee”) for the first
time on the Effective Date and continuing monthly thereafter until the Termination Date. Bancorp
shall refund to the Company the monthly fee (on a pro rata basis) with respect to any period after
the Termination Date.
This letter agreement constitutes the entire agreement and understanding of the parties hereto
in respect of its subject matter and supersedes all prior understandings, agreements or
representations by or among the parties hereto, written or oral, to the extent they relate in any
way to the subject matter hereof or the transactions contemplated hereby.
This letter agreement may not be amended, modified or waived as to any particular provision,
except by a written instrument executed by all parties hereto.
No party hereto may assign either this letter agreement or any of its rights, interests or
obligations hereunder without the prior written approval of the other party. Any purported
assignment in violation of this paragraph shall be void and ineffectual and shall not operate to
transfer or assign any interest or title to the purported assignee.
This letter agreement shall be governed by and construed in accordance with the laws of the
State of Delaware, without regard to the principles of conflicts of laws thereof.
| Very truly yours, FINTECH ACQUISITION CORP. |
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| By: | ||||
| Name: | ||||
| Title: | ||||
Agreed to and Accepted by:
THE BANCORP, INC.
By: |
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| Title: |
Signature Page to FinTech Acquisition Corp. Services Agreement
