New America Acquisition I Corp. Sample Contracts
NEW AMERICA ACQUISITION I CORP. UNDERWRITING AGREEMENTUnderwriting Agreement • October 31st, 2025 • New America Acquisition I Corp. • Blank checks • New York
New America Acquisition I Corp., a company incorporated in the State of Florida (the “Company”), hereby confirms its agreement (this “Agreement”) with Dominari Securities LLC and D. Boral Capital LLC (hereinafter collectively referred to as “you” (including its correlatives)) acting as Representatives (the “Representatives”) of the several underwriters named on Schedule A hereto (the “Underwriters” and, each underwriter individually, an “Underwriter”), as follows:
PRIVATE PLACEMENT UNITS PURCHASE AGREEMENTPrivate Placement Units Purchase Agreement • December 5th, 2025 • New America Acquisition I Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT, dated as of December 3, 2025 (as it may from time to time be amended, this “Agreement”), is entered into by and between New America Acquisition I Corp., a Florida corporation (the “Company”), and New America Sponsor I LLC, a Florida limited liability company (the “Purchaser”).
NEW AMERICA ACQUISITION I CORP. UNDERWRITING AGREEMENTUnderwriting Agreement • December 5th, 2025 • New America Acquisition I Corp. • Blank checks • New York
New America Acquisition I Corp., a company incorporated in the State of Florida (the “Company”), hereby confirms its agreement (this “Agreement”) with Dominari Securities LLC and D. Boral Capital LLC (hereinafter collectively referred to as “you” (including its correlatives)) acting as Representatives (the “Representatives”) of the several underwriters named on Schedule A hereto (the “Underwriters” and, each underwriter individually, an “Underwriter”), as follows:
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • December 5th, 2025 • New America Acquisition I Corp. • Blank checks
This Investment Management Trust Agreement (this “Agreement”) is made effective as of December 3, 2025 by and between New America Acquisition I Corp., a Florida corporation (the “Company”), and Odyssey Transfer and Trust Company, a corporation organized under the laws of Minnesota (the “Trustee”).
WARRANT AGREEMENTWarrant Agreement • December 5th, 2025 • New America Acquisition I Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of December 3, 2025, is by and between New America Acquisition I Corp., a Florida corporation (the “Company”), and Odyssey Transfer and Trust Company, a corporation organized under the laws of Minnesota, as warrant agent (in such capacity, the “Warrant Agent,” and also referred to herein as the “Transfer Agent”).
INDEMNITY AGREEMENTIndemnification Agreement • December 5th, 2025 • New America Acquisition I Corp. • Blank checks • Florida
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of December 3, 2025, by and between New America Acquisition I Corp., a Florida corporation (the “Company”), and the undersigned (“Indemnitee”).
NEW AMERICA ACQUISITION I CORP.Administrative Services Agreement • October 31st, 2025 • New America Acquisition I Corp. • Blank checks
This letter of agreement by and between New America Acquisition I Corp. (the “Company”) and the Company’s sponsor, New America Sponsor I LLC (“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 New York Stock Exchange (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 and 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 • October 31st, 2025 • New America Acquisition I Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [ ], 2025 is made and entered into by and among New America Acquisition I Corp., a Florida corporation (the “Company”), New America Sponsor I LLC, a Florida limited liability company (the “Sponsor”), Dominari Securities LLC and D. Boral Capital LLC (each a “Representative” and together, the “Representatives”) and the undersigned parties listed under Holder on the signature pages hereto (each such party, 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”).
New America Acquisition I Corp. New York, NY 10022Underwriting Agreement • October 31st, 2025 • New America 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 New America Acquisition I Corp., a Florida corporation (the “Company”) and Dominari Securities LLC and D. Boral Capital LLC, as representatives (the “Representatives”) of the underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 34,500,000 of the Company’s units (including up to 4,500,000 units which may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one share of Class A common stock, par value $0.0001 per share, of the Company (the “Class A Common Stock”) and one-half of one redeemable warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder thereof to purchase one share of Class A Common Stock at a price of $11.50 per share, subject to adjustment. The Units shall be sold in the Public Offering pursuant
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 5th, 2025 • New America Acquisition I Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 3, 2025 is made and entered into by and among New America Acquisition I Corp., a Florida corporation (the “Company”), New America Sponsor I LLC, a Florida limited liability company (the “Sponsor”), Dominari Securities LLC and D. Boral Capital LLC (each a “Representative” and together, the “Representatives”) and the undersigned parties listed under Holder on the signature pages hereto (each such party, 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”).
RE: Business Combination Marketing AgreementBusiness Combination Marketing Agreement • October 31st, 2025 • New America Acquisition I Corp. • Blank checks • New York
This is to confirm that New America Acquisition I Corp. (the “Company”) has requested Dominari Securities LLC (“Dominari”) and D. Boral Capital LLC (“D. Boral”, collectively, with Dominari, the “Advisor”) to assist it in connection with the Company’s merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination (in each case, a “Business Combination”) with one or more businesses (each a “Target”) as described in the Company’s Registration Statement on Form S-1 filed or to be filed with the Securities and Exchange Commission (the “Registration Statement”) in connection with its initial public offering of units (the “IPO”).
December 3, 2025 New America Acquisition I Corp. New York, NY 10022Underwriting Agreement • December 5th, 2025 • New America 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 New America Acquisition I Corp., a Florida corporation (the “Company”) and Dominari Securities LLC and D. Boral Capital LLC, as representatives (the “Representatives”) of the underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 34,500,000 of the Company’s units (including up to 4,500,000 units which may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one share of Class A common stock, par value $0.0001 per share, of the Company (the “Class A Common Stock”) and one-half of one redeemable warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder thereof to purchase one share of Class A Common Stock at a price of $11.50 per share, subject to adjustment. The Units shall be sold in the Public Offering pursuant
WARRANT AGREEMENTWarrant Agreement • October 31st, 2025 • New America Acquisition I Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of [_], 2025, is by and between New America Acquisition I Corp., a Florida corporation (the “Company”), and Odyssey Transfer and Trust Company, a corporation organized under the laws of Minnesota, as warrant agent (in such capacity, the “Warrant Agent,” and also referred to herein as the “Transfer Agent”).
NEW AMERICA ACQUISITION I CORP.Administrative Services Agreement • December 5th, 2025 • New America Acquisition I Corp. • Blank checks
This letter of agreement by and between New America Acquisition I Corp. (the “Company”) and the Company’s sponsor, New America Sponsor I LLC (“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 New York Stock Exchange (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 and the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”):
FORM OF INDEMNITY AGREEMENTIndemnification Agreement • October 31st, 2025 • New America Acquisition I Corp. • Blank checks • Florida
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [_], 2025, by and between New America Acquisition I Corp., a Florida corporation (the “Company”), and the undersigned (“Indemnitee”).
PRIVATE PLACEMENT UNITS PURCHASE AGREEMENTPrivate Placement Units Purchase Agreement • October 31st, 2025 • New America Acquisition I Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT, dated as of [ ], 2025 (as it may from time to time be amended, this “Agreement”), is entered into by and between New America Acquisition I Corp., a Florida corporation (the “Company”), and New America Sponsor I LLC, a Florida limited liability company (the “Purchaser”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • October 31st, 2025 • New America Acquisition I Corp. • Blank checks
This Investment Management Trust Agreement (this “Agreement”) is made effective as of _____, 2025 by and between New America Acquisition I Corp., a Florida corporation (the “Company”), and Odyssey Transfer and Trust Company, a corporation organized under the laws of Minnesota (the “Trustee”).