UNDERWRITING AGREEMENT between 10X CAPITAL VENTURE ACQUISITION CORP. III and CANTOR FITZGERALD & CO. Dated: [ ], 2021 10X CAPITAL VENTURE ACQUISITION CORP. III UNDERWRITING AGREEMENTUnderwriting Agreement • June 15th, 2021 • 10X Capital Venture Acquisition Corp. III • Blank checks • New York
Contract Type FiledJune 15th, 2021 Company Industry JurisdictionThe undersigned, 10X Capital Venture Acquisition Corp. III, a Cayman Islands exempted company (the “Company”), hereby confirms its agreement with Cantor Fitzgerald & Co. (“Cantor Fitzgerald” 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 Cantor Fitzgerald is listed on such Schedule A, any references to Underwriters shall refer exclusively to Cantor Fitzgerald)) as follows:
WARRANT AGREEMENTWarrant Agreement • June 15th, 2021 • 10X Capital Venture Acquisition Corp. III • Blank checks • New York
Contract Type FiledJune 15th, 2021 Company Industry JurisdictionTHIS WARRANT AGREEMENT (this “Agreement”), dated as of [•], 2021, is by and between 10X Capital Venture Acquisition Corp. III, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”, and also referred to herein as the “Transfer Agent”).