0001193125-21-342437 Sample Contracts

FORM OF INDEMNITY AGREEMENT
Indemnification Agreement • November 29th, 2021 • Vahanna Tech Edge Acquisition I Corp. • Blank checks • New York

THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of November 22, 2021, by and between VAHANNA TECH EDGE ACQUISITION I CORP., a British Virgin Islands business company (the “Company”), and _____________ (“Indemnitee”).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 29th, 2021 • Vahanna Tech Edge Acquisition I Corp. • Blank checks • New York

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of November 22, 2021, is made and entered into by and among Vahanna Tech Edge Acquisition I Corp., a British Virgin Islands business company (the “Company”), Vahanna LLC, a Delaware 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”).

Vahanna Tech Edge Acquisition I Corp. 17,400,000 Units UNDERWRITING AGREEMENT
Underwriting Agreement • November 29th, 2021 • Vahanna Tech Edge Acquisition I Corp. • Blank checks • New York

Vahanna Tech Edge Acquisition I Corp., a British Virgin Islands business company (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom Mizuho Americas LLC is acting as Sole Representative (the “Representative”), an aggregate of 17,400,000 units (the “Units”) of the Company (said Units to be issued and sold by the Company being hereinafter called the “Underwritten Securities”) (the “Offering”). The Company also proposes to grant to the Underwriters an option to purchase up to 2,610,000 additional Units to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as an Underwriter, and the term Underwriter shall mean either the singular or plural as the context requi

INVESTMENT MANAGEMENT TRUST AGREEMENT
Investment Management Trust Agreement • November 29th, 2021 • Vahanna Tech Edge Acquisition I Corp. • Blank checks

This Investment Management Trust Agreement (this “Agreement”) is made effective as of November 22, 2021 by and between Vahanna Tech Edge Acquisition I Corp., a British Virgin Islands business company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).

WARRANT AGREEMENT
Warrant Agreement • November 29th, 2021 • Vahanna Tech Edge Acquisition I Corp. • Blank checks • New York

This agreement (“Agreement”) is made as of November 22, 2021 between Vahanna Tech Edge Acquisition I Corp., a British Virgin Islands business company, with offices at 1230 Avenue of the Americas, 16th Floor, New York, NY 10020 (“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”).

Vahanna Tech Edge Acquisition I Corp. New York, New York 10020 Re: Initial Public Offering Ladies and Gentlemen:
Underwriting Agreement • November 29th, 2021 • Vahanna Tech Edge Acquisition I Corp. • Blank checks

This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Vahanna Tech Edge Acquisition I Corp., a British Virgin Islands business company (the “Company”), and Mizuho Securities USA LLC, as the representative (the “Representative”) of the several underwriters (each, an “Underwriter” and collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 20,010,000 of the Company’s units (including up to 2,610,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Class A Ordinary Shares”), and one-half of one redeemable warrant. Each whole warrant (each, a “Warrant”) entitles the holder thereof to purchase one Class A Ordinary Share at a price of $11.50 per share, subject to adjustment as described in the

PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT
Warrant Purchase Agreement • November 29th, 2021 • Vahanna Tech Edge Acquisition I Corp. • Blank checks • New York

THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of November 22, 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between Vahanna Tech Edge Acquisition I Corp., a British Virgin Islands business company (the “Company”), and Vahanna LLC, a Delaware limited liability company (the “Purchaser”).

Vahanna Tech Edge Acquisition I Corp. New York, New York 10020
Administrative Services Agreement • November 29th, 2021 • Vahanna Tech Edge Acquisition I Corp. • Blank checks

This letter agreement (this “Agreement”) by and between Vahanna Tech Edge Acquisition I Corp. (the “Company”) and Vahanna LLC (the “Sponsor”), dated as of the date hereof, will confirm our agreement that, commencing on the date the securities of the Company are first listed on The Nasdaq Global Market (the “Listing Date”), pursuant to a Registration Statement on Form S-1 and prospectus filed with the U.S. Securities and Exchange Commission (the “Registration Statement”) and continuing until the earlier of the consummation by the Company of an initial business combination or the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”):

SUBSCRIPTION AGREEMENT
Subscription Agreement • November 29th, 2021 • Vahanna Tech Edge Acquisition I Corp. • Blank checks • New York

This SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of November 22, 2021, by and between Vahanna Tech Edge Acquisition I Corp., a British Virgin Islands business company (the “Company”), and Mizuho Securities USA LLC (the “Subscriber”).

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