GalaxyEdge Acquisition Corp Sample Contracts
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 5th, 2026 • GalaxyEdge Acquisition Corp • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 3, 2026, is made and entered into by and among GalaxyEdge Acquisition Corporation, a Cayman Islands exempted company (the “Company”) and Equinox Capital Solutions Limited, a British Virgin Islands limited liability company (the “Sponsor”)(the Sponsor together with any other parties listed on the signature pages hereto and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, being referred to herein as a “Holder” and collectively as the “Holders”).
GALAXYEDGE ACQUISITION CORPORATION UNDERWRITING AGREEMENTUnderwriting Agreement • March 5th, 2026 • GalaxyEdge Acquisition Corp • Blank checks • New York
GalaxyEdge Acquisition Corporation, a Cayman Islands exempted company (the “Company”), hereby confirms its agreement with Polaris Advisory Partners LLC, a division of Kingswood Capital Partners LLC (the “Representative”), as representative of the several underwriters named on Schedule A hereto (the “Underwriters” or, each underwriter individually, an “Underwriter”), as follows:
INDEMNITY AGREEMENTIndemnity Agreement • March 5th, 2026 • GalaxyEdge Acquisition Corp • Blank checks • New York
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of March 3, 2026, by and between GalaxyEdge Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and Wei (Victor) Zhang (“Indemnitee”).
INDEMNITY AGREEMENTIndemnification Agreement • March 5th, 2026 • GalaxyEdge Acquisition Corp • Blank checks • New York
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of March 3, 2026, by and between GalaxyEdge Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and Ping Zhang (“Indemnitee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 29th, 2026 • GalaxyEdge Acquisition Corp • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [ ], 2026, is made and entered into by and among GalaxyEdge Acquisition Corporation, a Cayman Islands exempted company (the “Company”) and Equinox Capital Solutions Limited, a British Virgin Islands limited liability company (the “Sponsor”)(the Sponsor together with any other parties listed on the signature pages hereto and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, being referred to herein as a “Holder” and collectively as the “Holders”).
FORM OF RIGHTS AGREEMENTRights Agreement • March 3rd, 2026 • GalaxyEdge Acquisition Corp • Blank checks • New York
This Rights Agreement (this “Agreement”) is made as of [ ], 2025 between GalaxyEdge Acquisition Corporation, a Cayman Islands company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as rights agent (the “Rights Agent”).
GALAXYEDGE ACQUISITION CORPORATION UNDERWRITING AGREEMENTUnderwriting Agreement • January 29th, 2026 • GalaxyEdge Acquisition Corp • Blank checks • New York
GalaxyEdge Acquisition Corporation, a Cayman Islands exempted company (the “Company”), hereby confirms its agreement with Polaris Advisory Partners LLC, a division of Kingswood Capital Partners LLC (the “Representative”), as representative of the several underwriters named on Schedule A hereto (the “Underwriters” or, each underwriter individually, an “Underwriter”), as follows:
Investment Management Trust AgreementInvestment Management Trust Agreement • March 5th, 2026 • GalaxyEdge Acquisition Corp • Blank checks
Reference is made to that certain Investment Management Trust Agreement between GalaxyEdge Acquisition Corporation (“Company”) and Continental Stock Transfer & Trust Company, dated as of [*] (“Trust Agreement”). Capitalized words used herein and not otherwise defined shall have the meanings ascribed to them in the Trust Agreement.
March 3, 2026 GalaxyEdge Acquisition Corporation New York, NY 10036 POLARIS Advisory Partners a division of Kingswood Capital Partners LLC Austin, TX 78731Underwriting Agreement • March 5th, 2026 • GalaxyEdge 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 between GalaxyEdge Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and POLARIS Advisory Partners, (the “Representative”) as representative of the underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”) of the Company’s units (the “Units”), each comprised of one ordinary share of the Company, $0.0001 par value per share (the “Shares”), and one right. Each right entitles the holder thereof to receive one-fourth(1/4) of one ordinary share upon the consummation of an initial business combination, subject to adjustment. Certain capitalized terms used herein are defined in paragraph 10 hereof. The Units shall be sold in the Public Offering pursuant to a registration statement on Form S-1 and prospectus (the “Prospectus”) filed by the Company with the S
FORM OF AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 1st, 2026 • GalaxyEdge Acquisition Corp • Blank checks • New York
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”) effective as of [__], 2026, is made and entered into by and among GalaxyEdge Acquisition Corporation, an exempted company incorporated under the laws of the Cayman Islands (“Parent”), Rongcheng Group Limited, a Cayman Islands exempted company (“Rongcheng Group” or the “Company”), Purchaser (as defined below) and each of the undersigned parties that are Pre-IPO Investors (as defined below), and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.6 of this Agreement (together with the Pre-IPO Investors, the “Existing Holders”), and the undersigned parties listed as New Holders on the signature pages hereto (each such party, together with any person or entity deemed a “New Holder” who hereafter becomes a party to this Agreement pursuant to Section 6.6 of this Agreement, a “New Holder” and collectively the “New Holders”). Existing Holders, collectively with New Holders, are ref
GalaxyEdge Acquisition Corporation New York, NY 10036 POLARIS Advisory Partners a division of Kingswood Capital Partners LLC Austin, TX 78731Underwriting Agreement • January 29th, 2026 • GalaxyEdge 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 between GalaxyEdge Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and POLARIS Advisory Partners, (the “Representative”) as representative of the underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”) of the Company’s units (the “Units”), each comprised of one ordinary share of the Company, $0.0001 par value per share (the “Shares”), and one right. Each right entitles the holder thereof to receive one-seventh(1/7) of one ordinary share upon the consummation of an initial business combination, subject to adjustment. Certain capitalized terms used herein are defined in paragraph 10 hereof. The Units shall be sold in the Public Offering pursuant to a registration statement on Form S-1 and prospectus (the “Prospectus”) filed by the Company with the
SHAREHOLDER SUPPORT AGREEMENTShareholder Support Agreement • May 1st, 2026 • GalaxyEdge Acquisition Corp • Blank checks • New York
THIS SHAREHOLDER SUPPORT AGREEMENT, dated as of May 1, 2026 (the “Agreement”), by and among GalaxyEdge Acquisition Corporation, a Cayman Islands exempted company (“Parent”), and the signatory parties herein, representing the shareholders set forth on Schedule I hereto (each, a “Holder” and collectively, the “Holders”) of Rongcheng Group Limited, a Cayman Islands exempted company (the “Company”).
SHARE ESCROW AGREEMENTShare Escrow Agreement • January 29th, 2026 • GalaxyEdge Acquisition Corp • Blank checks • New York
SHARE ESCROW AGREEMENT, dated as of [ ], 2026 (the “Agreement”), by and among GalaxyEdge Acquisition Corporation, a Cayman Islands exempted company (the “Company”), Equinox Capital Solutions 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 and Trust Company, a New York limited purpose trust company (the “Escrow Agent”).
RIGHTS AGREEMENTRights Agreement • March 5th, 2026 • GalaxyEdge Acquisition Corp • Blank checks • New York
This Rights Agreement (this “Agreement”) is made as of March 3, 2026 between GalaxyEdge Acquisition Corporation, a Cayman Islands company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as rights agent (the “Rights Agent”).
Amendment to Subscription AgreementSubscription Agreement • January 29th, 2026 • GalaxyEdge Acquisition Corp • Blank checks
This Amendment dated as of January 9, 2026 (the “Amendment”), to that certain Subscription Agreement, dated as of September 25, 2025 (the “Subscription Agreement”), is entered into by and between GalaxyEdge Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and Equinox Capital Solutions LTD, a British Virgin Islands limited company (the “Subscriber”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Subscription Agreement.
AGREEMENT AND PLAN OF MERGER Dated May 1, 2026 by and among Rongcheng Group Limited, a Cayman Islands exempted company (the “Company”), Certain shareholder of the Company (the “Principal Shareholder”), Chen Li (the “Principal Shareholder’s...Agreement and Plan of Merger • May 1st, 2026 • GalaxyEdge Acquisition Corp • Blank checks • New York
This AGREEMENT AND PLAN OF MERGER (the “Agreement”), dated as of May 1, 2026 (the “Signing Date”), by and among Rongcheng Group Limited, a Cayman Islands exempted company (the “Company”), GuanJing Inc., a company organized under the Laws of the British Virgin Islands (the “Principal Shareholder”), Chen Li, an individual, solely in his capacity as the shareholder representative, agent and attorney-in-fact of the Principal Shareholder (the “Principal Shareholder’s Representative”), GalaxyEdge Acquisition Corporation, a Cayman Islands exempted company (the “Parent”), Rongcheng Global Limited, a Cayman Islands exempted company and wholly-owned subsidiary of the Parent (the “Purchaser”), and GLED Merger Sub Ltd., a Cayman Islands exempted company and wholly-owned subsidiary of the Purchaser (the “Merger Sub”).
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • May 1st, 2026 • GalaxyEdge Acquisition Corp • Blank checks
This SPONSOR SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of May 1, 2026, by and among Rongcheng Global Limited, a Cayman Islands exempted company (“Purchaser”), Rongcheng Group Limited, a Cayman Islands exempted company (the “Company”), Equinox Capital Solutions Limited, a Cayman Islands exempted company (the “Sponsor”), and the undersigned parties who hold Subject Shares (as defined below) (such parties, together with the Sponsor, the “Founder Holders”).
GALAXYEDGE ACQUISITION CORPORATIONSecurities Subscription Agreement • October 15th, 2025 • GalaxyEdge Acquisition Corp • New York
This agreement (the “Agreement”) is entered into on September 25, 2025, by and between Equinox Capital Solutions LTD, a limited liability company incorporated in the British Virgin Islands (the “Subscriber” or “you”), and GalaxyEdge Acquisition Corporation, a Cayman Islands exempted Company (the “Company,” “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 2,415,000 ordinary shares, $0.0001 par value per share, up to 315,000 of which are subject to forfeiture by you if the underwriters of the initial public offering (the “IPO”) of the Company’s units (the “Units”), each Unit consisting of one ordinary share and one right, do not fully exercise their over-allotment option (the “Over-allotment Option”) (herein referred to as the “Shares”). The Company and the Subscriber’s agreements regarding such Shares are as follows:
INDEMNITY AGREEMENTIndemnity Agreement • January 29th, 2026 • GalaxyEdge Acquisition Corp • Blank checks • New York
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [ ], 2025, by and between GalaxyEdge Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and [ ] (“Indemnitee”).
Administrative Services AgreementAdministrative Services Agreement • March 5th, 2026 • GalaxyEdge Acquisition Corp • Blank checks
This Administrative Service Agreement (the “Agreement”) dated March 3, 2026, is between Equinox Capital Solutions Limited, herein referred to as “Service Provider” and GalaxyEdge Acquisition Corporation, herein referred to as “Customer”.
FORM OF RIGHTS AGREEMENTRights Agreement • January 29th, 2026 • GalaxyEdge Acquisition Corp • Blank checks • New York
This Rights Agreement (this “Agreement”) is made as of [ ], 2025 between GalaxyEdge Acquisition Corporation, a Cayman Islands company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as rights agent (the “Rights Agent”).
Form of Investment Management Trust AgreementInvestment Management Trust Agreement • January 29th, 2026 • GalaxyEdge Acquisition Corp • Blank checks
Reference is made to that certain Investment Management Trust Agreement between GalaxyEdge Acquisition Corporation (“Company”) and Continental Stock Transfer & Trust Company, dated as of [*] (“Trust Agreement”). Capitalized words used herein and not otherwise defined shall have the meanings ascribed to them in the Trust Agreement.
GALAXYEDGE ACQUISITION CORPORATIONSecurities Subscription Agreement • January 29th, 2026 • GalaxyEdge Acquisition Corp • Blank checks • New York
This agreement (the “Agreement”) is entered into on September 25, 2025, by and between Equinox Capital Solutions LTD, a limited liability company incorporated in the British Virgin Islands (the “Subscriber” or “you”), and GalaxyEdge Acquisition Corporation, a Cayman Islands exempted Company (the “Company,” “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 2,415,000 ordinary shares, $0.0001 par value per share, up to 315,000 of which are subject to forfeiture by you if the underwriters of the initial public offering (the “IPO”) of the Company’s units (the “Units”), each Unit consisting of one ordinary share and one right, do not fully exercise their over-allotment option (the “Over-allotment Option”) (herein referred to as the “Shares”). The Company and the Subscriber’s agreements regarding such Shares are as follows:
FORM OF LOCK-UP AGREEMENTLock-Up Agreement • May 1st, 2026 • GalaxyEdge Acquisition Corp • Blank checks • New York
This Lock-Up Agreement (this “Agreement”) is dated as of [●], by and between the shareholder(s) set forth on the signature page to this Agreement (individually, the “Holder”, collectively, the “Holders”) and Rongcheng Global Limited, a Cayman Islands exempted corporation (the “Purchaser”). Capitalized terms used and not otherwise defined herein shall have the meanings given such terms in the Merger Agreement (as defined below). Purchaser and the Holders may also be referred to individually as a “Party” and collectively as the “Parties”.
Administrative Services AgreementAdministrative Services Agreement • January 29th, 2026 • GalaxyEdge Acquisition Corp • Blank checks
This Administrative Service Agreement (the “Agreement”) dated September 30, 2025, is between Equinox Capital Solutions Limited, herein referred to as “Service Provider” and GalaxyEdge Acquisition Corporation, herein referred to as “Customer”.