Clearthink 1 Acquisition Corp. Sample Contracts
ContractRegistration Rights Agreement • February 27th, 2026 • Clearthink 1 Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated February 25, 2026, entered into by and among ClearThink 1 Acquisition Corp., a Cayman Islands exempted company limited by shares, with principal offices at c/o Ogier Global (Cayman) Limited, 89 Nexus Way, Camana Bay, Grand Cayman, KY1-9009, Cayman Islands (the “Company”), ClearThink 1 Sponsor LLC, a Florida limited liability company (the “Sponsor”), and the other parties listed on the signature pages hereto (each such party, together with the Sponsor 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”).
ContractIndemnity Agreement • February 27th, 2026 • Clearthink 1 Acquisition Corp. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”), dated February 25, 2026, by and between ClearThink 1 Acquisition Corp., a Cayman Islands exempted company (the “Company”), and the undersigned (“Indemnitee”).
12,500,000 Units CLEARTHINK 1 Acquisition Corp UNDERWRITING AGREEMENTUnderwriting Agreement • February 27th, 2026 • Clearthink 1 Acquisition Corp. • Blank checks • New York
ClearThink 1 Acquisition Corp, a Cayman Islands exempted company with limited liability (the “Company”), hereby confirms its agreement with D. Boral Capital LLC (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”) as follows:
ContractIndemnification Agreement • February 27th, 2026 • Clearthink 1 Acquisition Corp. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”), dated February 25, 2026, by and between ClearThink 1 Acquisition Corp., a Cayman Islands exempted company (the “Company”), and the undersigned (“Indemnitee”).
15,000,000 Units CLEARTHINK 1 Acquisition Corp UNDERWRITING AGREEMENTUnderwriting Agreement • February 11th, 2026 • Clearthink 1 Acquisition Corp. • Blank checks • New York
ClearThink 1 Acquisition Corp, a Cayman Islands exempted company with limited liability (the “Company”), hereby confirms its agreement with D. Boral Capital LLC (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”) as follows:
ContractRegistration Rights Agreement • February 11th, 2026 • Clearthink 1 Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated [●], 2026, entered into by and among ClearThink 1 Acquisition Corp., a Cayman Islands exempted company limited by shares, with principal offices at c/o Ogier Global (Cayman) Limited, 89 Nexus Way, Camana Bay, Grand Cayman, KY1-9009, Cayman Islands (the “Company”), ClearThink 1 Sponsor LLC, a Florida limited liability company (the “Sponsor”), and the other parties listed on the signature pages hereto (each such party, together with the Sponsor 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”).
RIGHTS AGREEMENTRights Agreement • February 23rd, 2026 • Clearthink 1 Acquisition Corp. • Blank checks • New York
This Rights Agreement (this “Agreement”) is dated [●], 2026, between ClearThink 1 Acquisition Corp., a Cayman Islands exempted company limited by shares, with principal offices c/o Ogier Global (Cayman) Limited, 89 Nexus Way, Camana Bay, Grand Cayman, KY1-9009, the Cayman Islands (the “Company”) and VStock Transfer LLC, a California limited liability company, with offices at 18 Lafayette Place, Woodmere, NY 11598 (the “Rights Agent”).
February 25, 2026 ClearThink 1 Acquisition Corp. Suite 202 Boca Raton, Florida 33432 Re: Initial Public Offering Ladies and Gentlemen:Underwriting Agreement • February 27th, 2026 • Clearthink 1 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 ClearThink 1 Acquisition Corp., a Cayman Islands exempted company (the “Company”), and D. Boral Capital LLC, the underwriter (the “Underwriter”), relating to an underwritten initial public offering (the “Public Offering”), of up to 12,500,000 of the Company’s units (including up to 1,875,000 units which may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one Class A ordinary share, par value $0.0001 per share, of the Company (the “Class A Ordinary Shares”), and one right (“Right”) to receive one-fifth (1/5) of one Class A Ordinary Share upon the consummation of an initial business combination. The Units shall be sold in the Public Offering pursuant to the registration statement on Form S-1 (File No. 333-292967), the registration statement on Form S-1MEF (File No. 333-293666) and prospectus
Administrative Services AgreementAdministrative Services Agreement • February 11th, 2026 • Clearthink 1 Acquisition Corp. • Blank checks
PRIVATE PLACEMENT UNIT PURCHASE AGREEMENTPrivate Placement Unit Purchase Agreement • February 11th, 2026 • Clearthink 1 Acquisition Corp. • Blank checks • Florida
THIS PRIVATE PLACEMENT UNIT PURCHASE AGREEMENT, dated [*], 2026 (as it may from time to time be amended, this “Agreement”), is entered into by and between ClearThink 1 Acquisition Corp., a Cayman Islands exempted company limited by shares (the “Company”), and ClearThink 1 Sponsor LLC, a Florida limited liability company (the “Purchaser”).
RIGHTS AGREEMENTRights Agreement • February 27th, 2026 • Clearthink 1 Acquisition Corp. • Blank checks • New York
This Rights Agreement (this “Agreement”) is dated February 25, 2026, between ClearThink 1 Acquisition Corp., a Cayman Islands exempted company limited by shares, with principal offices c/o Ogier Global (Cayman) Limited, 89 Nexus Way, Camana Bay, Grand Cayman, KY1-9009, the Cayman Islands (the “Company”) and VStock Transfer LLC, a California limited liability company, with offices at 18 Lafayette Place, Woodmere, NY 11598 (the “Rights Agent”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • February 11th, 2026 • Clearthink 1 Acquisition Corp. • Blank checks
Pursuant to Section 1(k) of the Investment Management Trust Agreement between ClearThink 1 Acquisition Corp. (the “Company”) and Equiniti Trust Company, LLC (the “Trustee”), dated as of [●], 2026 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders 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.
Administrative Services Agreement February 25, 2026Administrative Services Agreement • February 27th, 2026 • Clearthink 1 Acquisition Corp. • Blank checks
ContractIndemnity Agreement • February 11th, 2026 • Clearthink 1 Acquisition Corp. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”), dated [____], 2026, by and between ClearThink 1 Acquisition Corp., a Cayman Islands exempted company (the “Company”), and the undersigned (“Indemnitee”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • February 27th, 2026 • Clearthink 1 Acquisition Corp. • Blank checks
Pursuant to Section 1(k) of the Investment Management Trust Agreement between ClearThink 1 Acquisition Corp. (the “Company”) and Equiniti Trust Company, LLC (the “Trustee”), dated as of February 25, 2026 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders 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.
15,000,000 Units CLEARTHINK 1 Acquisition Corp UNDERWRITING AGREEMENTUnderwriting Agreement • February 12th, 2026 • Clearthink 1 Acquisition Corp. • Blank checks • New York
ClearThink 1 Acquisition Corp, a Cayman Islands exempted company with limited liability (the “Company”), hereby confirms its agreement with D. Boral Capital LLC (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”) as follows:
ClearThink 1 Acquisition Corp. Suite 202 Boca Raton, Florida 33432 Re: Initial Public Offering Ladies and Gentlemen:Underwriting Agreement • February 11th, 2026 • Clearthink 1 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 ClearThink 1 Acquisition Corp., a Cayman Islands exempted company (the “Company”), and D. Boral Capital LLC, the underwriter (the “Underwriter”), 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 which may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one Class A ordinary share, par value $0.0001 per share, of the Company (the “Class A Ordinary Shares”), and one right (“Right”) to receive one-tenth (1/10) of one Class A Ordinary Share upon the consummation of an initial business combination. The Units shall be sold in the Public Offering pursuant to the registration statement on Form S-1 (File No. 333-292967) and prospectus (the “Prospectus”) filed by the Company with the U.S. Securities
RIGHTS AGREEMENTRights Agreement • February 11th, 2026 • Clearthink 1 Acquisition Corp. • Blank checks • New York
This Rights Agreement (this “Agreement”) is dated [●], 2026, between ClearThink 1 Acquisition Corp., a Cayman Islands exempted company limited by shares, with principal offices c/o Ogier Global (Cayman) Limited, 89 Nexus Way, Camana Bay, Grand Cayman, KY1-9009, the Cayman Islands (the “Company”) and VStock Transfer LLC, a New York corporation, with offices at 18 Lafayette Place, Woodmere, NY 11598 (the “Rights Agent”).
ClearThink 1 Acquisition Corp. c/o Ogier Global (Cayman) Limited, 89 Nexus Way, Camana Bay, Grand Cayman, KY1-9009, Cayman Islands October 14, 2025 ClearThink 1 Sponsor LLCSubscription Agreement • February 11th, 2026 • Clearthink 1 Acquisition Corp. • Blank checks • Florida
We are pleased to accept the offer ClearThink 1 Sponsor LLC, a Florida limited liability company (the “Subscriber” or “you”) has made to purchase 5,750,000 of the Class B ordinary shares of par value $0.0001 per share (“Class B Ordinary Shares” or the “Founder Shares”), of ClearThink 1 Acquisition Corp., a Cayman Islands exempted company limited by shares (the “Company”), up to 750,000 of such Class B Ordinary Shares are subject to forfeiture by you if the sole underwriter or several underwriters and/or the representative on behalf of the several underwriters, as the case may be, of the proposed initial public offering (“IPO”) of the Company pursuant to the registration statement on Form S-1 expected to be filed by the Company in connection with the IPO (the “Registration Statement”) do not fully exercise their over-allotment option (the “Over-allotment Option”) as described below. For the purposes of this Agreement (this “Agreement”), references to “Ordinary Shares” are to, collective