Digital Asset Acquisition Corp. Sample Contracts
INDEMNITY AGREEMENTIndemnity Agreement • March 14th, 2025 • Digital Asset Acquisition Corp. • Blank checks • New York
This INDEMNITY AGREEMENT (this “Agreement”) is made as of [●], 2025, by and between Digital Asset Acquisition Corp., a Cayman Islands exempted company (the “Company”), and _____________ (“Indemnitee”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • May 1st, 2025 • Digital Asset Acquisition Corp. • Blank checks
This Investment Management Trust Agreement (this “Agreement”) is made effective as of April 28, 2025 by and between Digital Asset Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Lucky Lucko, Inc. d/b/a Efficiency, a Delaware corporation (the “Trustee”).
WARRANT AGREEMENTWarrant Agreement • May 1st, 2025 • Digital Asset Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”) is made as of April 28, 2025 between Digital Asset Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Lucky Lucko, Inc. d/b/a Efficiency, a Delaware corporation, as warrant agent (in such capacity, the “Warrant Agent”, and also referred to herein as the “Transfer Agent”).
UNDERWRITING AGREEMENT between DIGITAL ASSET ACQUISITION CORP. and COHEN & COMPANY CAPITAL MARKETS, A DIVISION OF J.V.B. FINANCIAL GROUP, LLC As Representative of the Underwriters Dated: April 28, 2025 UNDERWRITING AGREEMENTUnderwriting Agreement • May 1st, 2025 • Digital Asset Acquisition Corp. • Blank checks • New York
The undersigned, Digital Asset Acquisition Corp., a Cayman Islands exempted company (the “Company”), hereby confirms its agreement with Cohen & Company Capital Markets, a division of J.V.B. Financial Group, LLC (“CCM”), the (“Representative”) and with the other underwriters named on Schedule A hereto (if any), for which the Representative is acting as Representative and such other underwriters being collectively referred to herein as the “Underwriters” or, each underwriter individually, an “Underwriter,” provided that, if only the Representative is listed on such Schedule A, any references to Underwriters shall refer exclusively to the Representative as follows:
DIGITAL ASSET ACQUISITION CORP.Securities Subscription Agreement • March 14th, 2025 • Digital Asset Acquisition Corp. • Blank checks • New York
Digital Asset Acquisition Corp., a Cayman Islands exempted company (the “Company”, “we” or “us”), is pleased to accept the offer made by DAAQ Sponsor LLC, a Delaware limited liability company (“Subscriber” or “you”), to purchase 5,750,000 Class B ordinary shares of the Company, of $0.0001 par value per share (the “Shares”), up to 750,000 of which are subject to surrender and cancellation by you to the extent that the underwriters of the initial public offering (“IPO”) of the Company’s units, each comprised of one Class A ordinary share and one, or a portion of one, warrant to purchase one Class A ordinary share (“Units”), do not fully exercise their option to purchase additional Units to cover over-allotments, if any (the “Over-allotment Option”). The terms of the sale by the Company of the Shares to Subscriber, and the Company and Subscriber’s agreements regarding the Shares, are as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 14th, 2025 • Digital Asset Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2025, is made and entered into by and among Digital Asset Acquisition Corp., a Cayman Islands exempted company (the “Company”), DAAQ Sponsor LLC, a Delaware limited liability company (the “Sponsor”), Cohen & Company Capital Markets, a division of J.V.B. Financial Group, LLC (the “Representative”) and each of the undersigned parties listed on the signature page hereto under “Holders” (each such party, together with the Sponsor and the Representative 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”).
Digital Asset Acquisition Corp. Princeton, New Jersey 08542 Re: Initial Public Offering Ladies and Gentlemen:Underwriting Agreement • May 1st, 2025 • Digital Asset Acquisition 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 Digital Asset Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Cohen & Company Capital Markets, a division of J.V.B. Financial Group, LLC, as 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 17,250,000 of the Company’s units (including up to 2,250,000 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
PRIVATE PLACEMENT WARRANTS AGREEMENTPrivate Placement Warrants Agreement • May 1st, 2025 • Digital Asset Acquisition Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS AGREEMENT, dated as of April 28, 2025 (as it may from time to time be amended, this “Agreement”), is entered into between Digital Asset Acquisition Corp., a Cayman Islands exempted company (the “Company”), and the several purchasers listed in Schedule A attached hereto (each a “Purchaser” and together, the “Purchasers”).
PRIVATE PLACEMENT WARRANTS AGREEMENTPrivate Placement Warrants Agreement • May 1st, 2025 • Digital Asset Acquisition Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS AGREEMENT, dated as of April 28, 2025 (as it may from time to time be amended, this “Agreement”), is entered into between Digital Asset Acquisition Corp., a Cayman Islands exempted company (the “Company”), and DAAQ Sponsor LLC, a Delaware limited liability company (the “Purchaser”).
DIGITAL ASSET ACQUISITION CORP.Administrative Services and Indemnification Agreement • May 1st, 2025 • Digital Asset Acquisition Corp. • Blank checks
This administrative services and indemnification agreement (this “Agreement”) by and between Digital Asset Acquisition Corp. (the “Company”) and DAAQ Sponsor 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 (“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”):
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 1st, 2025 • Digital Asset Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of April 28, 2025, is made and entered into by and among Digital Asset Acquisition Corp., a Cayman Islands exempted company (the “Company”), DAAQ Sponsor LLC, a Delaware limited liability company (the “Sponsor”), Cohen & Company Capital Markets, a division of J.V.B. Financial Group, LLC (the “Representative”) and each of the undersigned parties listed on the signature page hereto under “Holders” (each such party, together with the Sponsor and the Representative 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”).
FORM OF LOCK-UP AGREEMENTLock-Up Agreement • January 13th, 2026 • Digital Asset Acquisition Corp. • Blank checks • Texas
THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of [•], 2026, by and among Old Glory Holding Company, a Delaware corporation registered as a Bank Holding Company under the Bank Holding Company Act of 1956 (the “Company”), Digital Asset Acquisition Corp., a Cayman Islands exempted company (“DAAQ” or “PubCo” following the Domestication), and each of DAAQ Sponsor LLC, a Delaware limited liability company (the “Sponsor”), the Persons set forth on Schedule 1 hereto (the “Sponsor Holders”) and the Persons set forth on Schedule 2 hereto (the “OGB Holders”). The Sponsor, the Sponsor Holders, the OGB Holders and any Person who hereafter becomes a party to this Agreement pursuant to Section 2 are referred to herein, individually, as a “Holder” and, collectively, as the “Holders.”
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • January 13th, 2026 • Digital Asset Acquisition Corp. • Blank checks
This Sponsor Support Agreement (this “Agreement”) is dated as of January 12, 2026, by and among Digital Asset Acquisition Corp., a Cayman Islands exempted company (“DAAQ”), the persons set forth on Schedule I to this Sponsor Support Agreement (collectively, the “Sponsor Shareholders”), and Old Glory Holding Company, a Delaware corporation, registered as a Bank Holding Company under the Bank Holding Company Act of 1956 (the “Company”). DAAQ, the Sponsor Shareholders and the Company are sometimes referred to herein individually as a “Party” and collectively as the “Parties”. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Business Combination Agreement (as defined below).
BUSINESS COMBINATION AGREEMENT BY AND AMONG DIGITAL ASSET ACQUISITION CORP. AND OLD GLORY HOLDING COMPANY DATED AS OF JANUARY 13, 2026Business Combination Agreement • January 13th, 2026 • Digital Asset Acquisition Corp. • Blank checks • Texas
This BUSINESS COMBINATION AGREEMENT (this “Agreement”), dated as of January 13, 2026, is made by and between Digital Asset Acquisition Corp., a Cayman Islands exempted company (“DAAQ”), and Old Glory Holding Company, a Delaware corporation, registered as a Bank Holding Company under the Bank Holding Company Act of 1956 (the “Company”). DAAQ and the Company shall be referred to herein from time to time collectively as the “Parties”. Capitalized terms used but not otherwise defined herein have the meanings set forth in Section 1.1.
FORM OF TRANSACTION SUPPORT AGREEMENTTransaction Support Agreement • January 13th, 2026 • Digital Asset Acquisition Corp. • Blank checks
This TRANSACTION SUPPORT AGREEMENT (this “Agreement”) is dated as of January 12, 2026, by and between Digital Asset Acquisition Corp., a Cayman Islands exempted company (“DAAQ”), and [●], a [●] (the “Stockholder”), a stockholder of Old Glory Holding Company, a Delaware corporation, registered as a Bank Holding Company under the Bank Holding Company Act of 1956 (the “Company”). Each of DAAQ and the Stockholder are sometimes referred to herein individually as a “Party” and collectively as the “Parties”. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Business Combination Agreement (as defined below).
Digital Asset Acquisition Corp. FORM OF NON-REDEMPTION AGREEMENTNon-Redeemption Agreement • June 18th, 2026 • Digital Asset Acquisition Corp. • State commercial banks • Texas
This NON-REDEMPTION AGREEMENT (this “Agreement”), dated as of [●], 2026, is made by and among Digital Asset Acquisition Corp., a Cayman Islands exempted company (as such entity exists on the date hereof and as it exists following the Domestication and the Merger as described below, as applicable, the “Company”), and the undersigned investor (the “Investor”).