10,000,000 Units TAVIA ACQUISITION CORP. UNDERWRITING AGREEMENTUnderwriting Agreement • December 6th, 2024 • Tavia Acquisition Corp. • Blank checks • New York
Tavia Acquisition Corp., a Cayman Islands exempted company (the “Company”), hereby confirms its agreement with EarlyBirdCapital, Inc. (“EarlyBird” 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 EarlyBird is listed on such Schedule A, any references to the Underwriters shall refer exclusively to EarlyBird), as follows:
RIGHTS AGREEMENTRights Agreement • December 6th, 2024 • Tavia Acquisition Corp. • Blank checks • New York
This Rights Agreement (this “Agreement”) is made as of December 3, 2024 between Tavia Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as rights agent (the “Rights Agent”).
EARLYBIRDCAPITAL, INC. New York, New York 10017 December 3, 2024Advisory Agreement • December 6th, 2024 • Tavia Acquisition Corp. • Blank checks • New York
This is to confirm our agreement (this “Agreement”) whereby Tavia Acquisition Corp., a Cayman Islands exempted company (“Company”), has requested EarlyBirdCapital, Inc. (the “Advisor”) to assist it in connection with the Company’s merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination (in each case, a “Business Combination”) with one or more businesses or entities (each a “Target”) as described in the Company’s Registration Statement on Form S-1 (File No. 333-280275) filed with the Securities and Exchange Commission (“Registration Statement”) in connection with its initial public offering (“IPO”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 6th, 2024 • Tavia Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of December 3, 2024, by and among Tavia Acquisition Corp., a Cayman Islands exempted company (the “Company”), and the undersigned parties listed under Investors on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
Tavia Acquisition Corp.Underwriting Agreement • December 6th, 2024 • Tavia Acquisition Corp. • Blank checks
TAVIA ACQUISITION CORP.Sponsorship Agreement • December 6th, 2024 • Tavia Acquisition Corp. • Blank checks
This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for the initial public offering (the “IPO”) of the securities of Tavia Acquisition Corp. (the “Company”) and continuing until the earlier of (i) the consummation by the Company of an initial business combination or (ii) the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), Tavia Sponsor Pte. Ltd. (the “Sponsor”) shall make available, or cause to be made available, to the Company certain utilities and administrative support as may be reasonably required by the Company from time to time, situated at 8 Burn Road, #04-10 Trivex, Singapore 369977 (or any successor location). In exchange therefor, the Company shall pay the Sponsor the sum of $10,000 per month on the Effective Date and continuing monthly thereafter until the Terminati
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • December 6th, 2024 • Tavia Acquisition Corp. • Blank checks
INDEMNITY AGREEMENTIndemnification Agreement • December 6th, 2024 • Tavia Acquisition Corp. • Blank checks
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of ____________, by and between Tavia Acquisition Corp., a Cayman Islands exempted company (the “Company”), and ________________ (“Indemnitee”).
SECURITIES ESCROW AGREEMENTSecurities Escrow Agreement • December 6th, 2024 • Tavia Acquisition Corp. • Blank checks • New York
SECURITIES ESCROW AGREEMENT, dated as of December 3, 2024 (the “Agreement”), by and among TAVIA ACQUISITION CORP., a Cayman Islands exempted company (the “Company”), TAVIA SPONSOR PTE. LTD. (the “Sponsor”), the shareholders of the Company listed on Exhibit A hereto (together with Sponsor and any permitted transferee of the Sponsor or such shareholders after the date hereof in accordance with the terms hereof being referred to as, the “Founders”) and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York limited purpose trust company (the “Escrow Agent”).
