Westin Acquisition Corp Sample Contracts

5,000,000 Units WESTIN ACQUISITION CORP UNDERWRITING AGREEMENT
Underwriting Agreement • November 6th, 2025 • Westin Acquisition Corp • Blank checks • New York

WESTIN ACQUISITION CORP, a Cayman Islands exempted company with limited liability (the “Company”), hereby confirms its agreement with A.G.P./Alliance Global Partners (the “Representative”) and with the other underwriters named on Schedule A hereto (if any), for which the Representative is acting as the representative (the Representative and such other underwriters being collectively referred to herein as the “Underwriters” or, each underwriter individually, an “Underwriter”):

5,000,000 Units WESTIN ACQUISITION CORP UNDERWRITING AGREEMENT
Underwriting Agreement • September 17th, 2025 • Westin Acquisition Corp • Blank checks • New York

WESTIN ACQUISITION CORP, a Cayman Islands exempted company with limited liability (the “Company”), hereby confirms its agreement with A.G.P./Alliance Global Partners (the “Representative”) and with the other underwriters named on Schedule A hereto (if any), for which the Representative is acting as the representative (the Representative and such other underwriters being collectively referred to herein as the “Underwriters” or, each underwriter individually, an “Underwriter”):

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • September 17th, 2025 • Westin Acquisition Corp • Blank checks • New York

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of ______, 2025, by and among Westin Acquisition Corp, a Cayman Islands exempted company (the “Company”), Westin Investment Co. Ltd., a Cayman Islands exempted company (the “Sponsor”), and each of the undersigned parties listed on the signature page hereto under “Investors” (each such party, together with the Sponsor, an “Investor” and collectively, the “Investors”).

RIGHTS AGENCY AGREEMENT
Rights Agency Agreement • November 6th, 2025 • Westin Acquisition Corp • Blank checks • New York

RIGHTS AGENCY AGREEMENT (the “Agreement”), dated as of November 3, 2025 between Westin Acquisition Corp (the “Company”), a blank check company incorporated in the Cayman Islands as an exempted company, and Odyssey Transfer and Trust Company (the “Rights Agent” or “Odyssey”), a trust company incorporated under the laws of Minnesota.

Administration Service Agreement
Administration Service Agreement • September 17th, 2025 • Westin Acquisition Corp • Blank checks

This Administration Service Agreement (the “Agreement”) dated this __ day of [ ], 2025 is between Westin Investment Co. Ltd., herein referred to as “Service Provider” and Westin Acquisition Corp, herein referred to as “Customer”.

Administration Service Agreement
Administration Service Agreement • November 6th, 2025 • Westin Acquisition Corp • Blank checks

This Administration Service Agreement (the “Agreement”) dated 3rd day of November, 2025 is between Westin Investment Co. Ltd., herein referred to as “Service Provider” and Westin Acquisition Corp., herein referred to as “Customer”.

INDEMNIFICATION AGREEMENT
Indemnification Agreement • November 6th, 2025 • Westin Acquisition Corp • Blank checks • New York

This Agreement, made and entered into effective as of November 3rd, 2025 (“Agreement”), by and between Westin Acquisition Corp, a Cayman Islands exempted company (“Company”), and the undersigned indemnitee (“Indemnitee”).

PRIVATE PLACEMENT UNIT SUBSCRIPTION AGREEMENT
Unit Subscription Agreement • September 17th, 2025 • Westin Acquisition Corp • Blank checks • New York

This UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of [ ], 2025, by and between Westin Acquisition Corp, a Cayman Islands exempted company (the “Company”), having its principal executive office at Suite 1165-L 3 Coleman Street #03-24, Singapore, and Westin Investment Co. Ltd., a Cayman Islands exempted company (the “Purchaser”).

INVESTMENT MANAGEMENT TRUST AGREEMENT
Investment Management Trust Agreement • September 17th, 2025 • Westin Acquisition Corp • Blank checks

Pursuant to Section 1(k) of the Investment Management Trust Agreement between [●] (the “Company”) and Odyssey Transfer and Trust Company (the “Trustee”), dated as of [●], 2025 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders on behalf of the Company $[●] of the principal and interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement.

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 6th, 2025 • Westin Acquisition Corp • Blank checks • New York

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of November 3, 2025, by and among Westin Acquisition Corp, a Cayman Islands exempted company (the “Company”), Westin Investment Co. Ltd., a Cayman Islands exempted company (the “Sponsor”), and each of the undersigned parties listed on the signature page hereto under “Investors” (each such party, together with the Sponsor, an “Investor” and collectively, the “Investors”).

RIGHTS AGENCY AGREEMENT
Rights Agency Agreement • September 17th, 2025 • Westin Acquisition Corp • Blank checks • New York

RIGHTS AGENCY AGREEMENT (the “Agreement”), dated as of [ ], 2025 between Westin Acquisition Corp (the “Company”), a blank check company incorporated in the Cayman Islands as an exempted company, and Odyssey Transfer and Trust Company (the “Rights Agent” or “Odyssey”), a trust company incorporated under the laws of Minnesota.

PRIVATE PLACEMENT UNIT SUBSCRIPTION AGREEMENT
Unit Subscription Agreement • November 6th, 2025 • Westin Acquisition Corp • Blank checks • New York

This UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of November 3, 2025, by and between Westin Acquisition Corp, a Cayman Islands exempted company (the “Company”), having its principal executive office at Suite 1165-L 3 Coleman Street #03-24, Singapore, and Westin Investment Co. Ltd., a Cayman Islands exempted company (the “Purchaser”).

Westin Acquisition Corp. Suite 1165-L Singapore 179804 June 25, 2025
Securities Subscription Agreement • July 23rd, 2025 • Westin Acquisition Corp • New York

This securities subscription agreement (this “Agreement”) is entered into on June 25, 2025, by and between Westin Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Westin Investment Co. Ltd., a Cayman Islands exempted company (the “Subscriber” or “you”). Pursuant to the terms hereof, the Company is pleased to accept the Subscriber’s subscription for and purchase of 2,012,500 Class B Ordinary Shares of US$0.0001 par value each (the “Shares”), for an aggregate purchase price of $25,000, up to 262,500 of which are subject to complete or partial forfeiture by you if the underwriters of the Company’s initial public offering (“IPO”) of units (“Units”) do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:

FORM OF INDEMNIFICATION AGREEMENT
Indemnification Agreement • September 17th, 2025 • Westin Acquisition Corp • Blank checks • New York

This Agreement, made and entered into effective as of _______________________, 2025 (“Agreement”), by and between Westin Acquisition Corp, a Cayman Islands exempted company (“Company”), and the undersigned indemnitee (“Indemnitee”).

Westin Acquisition Corp Suite 1165-L 3 Coleman Street #03-24 Singapore 179804 New York, New York 10022
Underwriting Agreement • September 17th, 2025 • Westin Acquisition Corp • Blank checks

This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Westin Acquisition Corp, a Cayman Islands exempted company (the “Company”), and A.G.P./Alliance Global Partners, as the representative (the “Representative”) of the underwriters named on Schedule A thereto (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each comprised of one ordinary share of the Company, par value $0.0001 per share (the “Ordinary Shares”), and one right to receive one-sixth (1/6) of one Ordinary Share (“Rights”). Certain capitalized terms used herein are defined in paragraph 15 hereof.

INVESTMENT MANAGEMENT TRUST AGREEMENT
Investment Management Trust Agreement • November 6th, 2025 • Westin Acquisition Corp • Blank checks

Pursuant to Section 1(k) of the Investment Management Trust Agreement between [●] (the “Company”) and Odyssey Transfer and Trust Company (the “Trustee”), dated as of [●], 2025 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders on behalf of the Company $[●] of the principal and interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement.

Westin Acquisition Corp Suite 1165-L 3 Coleman Street #03-24 Singapore 179804
Underwriting Agreement • November 6th, 2025 • Westin Acquisition Corp • Blank checks

This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Westin Acquisition Corp, a Cayman Islands exempted company (the “Company”), and A.G.P./Alliance Global Partners, as the representative (the “Representative”) of the underwriters named on Schedule A thereto (the “Underwriters”), relating to an underwritten initial public offering (the “lPO”) of the Company’s units (the “Units”), each comprised of one ordinary share of the Company, par value $0.0001 per share (the “Ordinary Shares”), and one right to receive one-sixth (1/6) of one Ordinary Share (“Rights”). Certain capitalized terms used herein are defined in paragraph 15 hereof.