5,500,000 Units A SPAC III Acquisition Corp. UNDERWRITING AGREEMENTUnderwriting Agreement • October 1st, 2024 • SPAC III Acquisition Corp. • Blank checks • New York
The undersigned, A SPAC III Acquisition Corp., a company incorporated as a British Virgin Islands company (“Company”), hereby confirms its agreement with Maxim Group LLC (hereinafter referred to as “you”, “Maxim”, or as the “Representative”) and with the other underwriters named on Schedule A hereto for which you are acting as representative (the Representative and the other Underwriters being collectively referred to herein as the “Underwriters” or, individually, an “Underwriter”), as follows:
THIS INDEMNITY AGREEMENT (this “Agreement”) is made on [●], 2024. Between: Whereas:Indemnity Agreement • October 1st, 2024 • SPAC III Acquisition Corp. • Blank checks • Virgin Islands
NOW, THEREFORE, in consideration of the premises and the covenants contained herein and subject to the provisions of the letter agreement dated as of [●], 2024 between the Company and Indemnitee pursuant to the underwriting agreement (“Underwriting Agreement”) between the Company and the underwriters in connection with the Company’s initial public offering, the Company and Indemnitee do hereby covenant and agree as follows:
SHARE SUBSCRIPTION AND PURCHASE AGREEMENTShare Subscription And • October 1st, 2024 • SPAC III Acquisition Corp. • Blank checks
A SPAC III (Holdings) Corp. (the “Sponsor”) hereby subscribes for 1,581,250 Class B ordinary shares with no par value of the Company (the “Shares”). In consideration for the issue of the Shares, the Sponsor hereby agrees and undertakes to pay US$25,000.00 to the Company.
ContractSPAC III Acquisition Corp. • October 1st, 2024 • Blank checks
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
