General Purpose Acquisition Corp. Sample Contracts
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • December 4th, 2025 • General Purpose Acquisition Corp. • Blank checks
This Investment Management Trust Agreement (this “Agreement”) is made effective as of December 2, 2025 by and between General Purpose Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
WARRANT AGREEMENT between GENERAL PURPOSE ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANYWarrant Agreement • December 4th, 2025 • General Purpose Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of December 2, 2025, is by and between General Purpose Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent,” and also referred to herein as the “Transfer Agent”).
General Purpose Acquisition Corp.Subscription Agreement • October 14th, 2025 • General Purpose Acquisition Corp. • Blank checks • New York
General Purpose Acquisition Corp., a Cayman Islands exempted company limited by shares (the “Company”) is pleased to accept the offer General Purpose Acquisition Corp Services LLC, a Cayman Islands limited liability company (the “Subscriber” or “you”) has made to subscribe for 5,750,000 Class B Ordinary Shares (defined below) (“Founder Shares”), up to 750,000 of which are subject to forfeiture by you if the underwriters of the proposed initial public offering (“IPO”) of the Company do not fully exercise their over-allotment option (the “Over-allotment Option”) as described below. For the purposes of this Agreement, references to Ordinary Shares are to, collectively, the Company’s Class B ordinary shares, US$0.0001 par value per share (the “Class B Ordinary Shares”) and the Company’s Class A ordinary shares, US$0.0001 par value per share (the “Class A Ordinary Shares”). Pursuant to the Company’s memorandum and articles of association (as may be amended and restated from time to time, th
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • October 14th, 2025 • General Purpose Acquisition Corp. • Blank checks
This Investment Management Trust Agreement (this “Agreement”) is made effective as of [●], 2025 by and between General Purpose Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
PRIVATE PLACEMENT UNITS PURCHASE AGREEMENTPrivate Placement Units Purchase Agreement • October 14th, 2025 • General Purpose Acquisition 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 General Purpose Acquisition Corp., a Cayman Islands exempted company limited by shares (the “Company”), and General Purpose Acquisition Corp Services LLC, a Cayman Islands limited liability company (the “Purchaser”).
PRIVATE PLACEMENT UNITS PURCHASE AGREEMENTPrivate Placement Units Purchase Agreement • October 14th, 2025 • General Purpose Acquisition 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 General Purpose Acquisition Corp., a Cayman Islands exempted company limited by shares (the “Company”), and Jefferies LLC, the representative of the underwriters of this offering (the “Purchaser”).
PRIVATE PLACEMENT UNITS PURCHASE AGREEMENTPrivate Placement Units Purchase Agreement • December 4th, 2025 • General Purpose Acquisition Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT, dated as of December 2, 2025 (as it may from time to time be amended, this “Agreement”), is entered into by and between General Purpose Acquisition Corp., a Cayman Islands exempted company limited by shares (the “Company”), and General Purpose Acquisition Corp Services LLC, a Cayman Islands limited liability company (the “Purchaser”).
REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENTRegistration and Shareholder Rights Agreement • October 14th, 2025 • General Purpose Acquisition Corp. • Blank checks • New York
THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2025, is made and entered into by and among General Purpose Acquisition Corp., a Cayman Islands exempted company limited by shares (the “Company”), General Purpose Acquisition Corp Services LLC, a Cayman Islands limited liability company (the “Sponsor”), Jefferies 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 Representative and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively the “Holders”).
GENERAL PURPOSE ACQUISITION CORP.Administrative Services and Indemnification Agreement • December 4th, 2025 • General Purpose Acquisition Corp. • Blank checks
This administrative services and indemnification agreement (this “Agreement”) by and between General Purpose Acquisition Corp. (the “Company”) and General Purpose Acquisition Corp Services LLC (the “Sponsor”), dated as of the date hereof, will confirm our agreement that:
20,000,000 Units General Purpose Acquisition Corp. UNDERWRITING AGREEMENTUnderwriting Agreement • December 4th, 2025 • General Purpose Acquisition Corp. • Blank checks • New York
REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENTRegistration and Shareholder Rights Agreement • December 4th, 2025 • General Purpose Acquisition Corp. • Blank checks • New York
THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of December 2, 2025, is made and entered into by and among General Purpose Acquisition Corp., a Cayman Islands exempted company limited by shares (the “Company”), General Purpose Acquisition Corp Services LLC, a Cayman Islands limited liability company (the “Sponsor”), Jefferies 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 Representative and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively the “Holders”).
WARRANT AGREEMENT between GENERAL PURPOSE ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANYWarrant Agreement • October 14th, 2025 • General Purpose Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of [●], 2025, is by and between General Purpose Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent,” and also referred to herein as the “Transfer Agent”).
General Purpose Acquisition Corp. Millbrook, New York 12545Underwriting Agreement • October 14th, 2025 • General Purpose 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 General Purpose Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Jefferies 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 23,000,000 of the Company’s units (including up to 3,000,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each consisting 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 to purchase one Class A Ordinary Share (the “Warrants”) as provided for by the warrant agreement (the “Warrant Agreement”) to be entered into with Continental Transfer & Trust Company, as warrant agent, in c
20,000,000 Units General Purpose Acquisition Corp. UNDERWRITING AGREEMENTUnderwriting Agreement • October 14th, 2025 • General Purpose Acquisition Corp. • Blank checks • New York
GENERAL PURPOSE ACQUISITION CORP.Administrative Services and Indemnification Agreement • October 14th, 2025 • General Purpose Acquisition Corp. • Blank checks
This administrative services and indemnification agreement (this “Agreement”) by and between General Purpose Acquisition Corp. (the “Company”) and General Purpose Acquisition Corp Services LLC (the “Sponsor”), dated as of the date hereof, will confirm our agreement that:
General Purpose Acquisition Corp. Millbrook, New York 12545Underwriting Agreement • December 4th, 2025 • General Purpose 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 General Purpose Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Jefferies 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 23,000,000 of the Company’s units (including up to 3,000,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each consisting 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 to purchase one Class A Ordinary Share (the “Warrants”) as provided for by the warrant agreement (the “Warrant Agreement”) to be entered into with Continental Transfer & Trust Company, as warrant agent, in c
INDEMNITY AGREEMENTIndemnity Agreement • October 14th, 2025 • General Purpose Acquisition Corp. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [●], 2025, by and between General Purpose Acquisition Corp., a Cayman Islands exempted company (the “Company”), and [●] (“Indemnitee”).
PRIVATE PLACEMENT UNITS PURCHASE AGREEMENTPrivate Placement Units Purchase Agreement • December 4th, 2025 • General Purpose Acquisition Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT, dated as of December 2, 2025 (as it may from time to time be amended, this “Agreement”), is entered into by and between General Purpose Acquisition Corp., a Cayman Islands exempted company limited by shares (the “Company”), and Jefferies LLC, the representative of the underwriters of the Public Offering (as defined below) (the “Purchaser”).