D. Boral ARC Merger Corp Sample Contracts
July 30, 2025Underwriting Agreement • June 26th, 2026 • D. Boral ARC Merger Corp • Services-prepackaged software
INDEMNIFICATION AGREEMENTIndemnification Agreement • September 2nd, 2026 • Exascale Labs Holdings Inc. • Services-prepackaged software • Delaware
This Indemnification Agreement (this “Agreement”), dated as of [ ], is by and between Exascale Labs Holdings Inc., a Delaware corporation (the “Company”) and [ ] (the “Indemnitee”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • June 26th, 2026 • D. Boral ARC Merger Corp • Services-prepackaged software
WARRANT AGREEMENTWarrant Agreement • June 26th, 2026 • D. Boral ARC Merger Corp • Services-prepackaged software • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of July 30, 2025, is by and between D. Boral ARC Acquisition I Corp., a BVI business company (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”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 26th, 2026 • D. Boral ARC Merger Corp • Services-prepackaged software • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 30, 2025 is made and entered into by and among D. Boral ARC Acquisition I Corp., a BVI business company (the “Company”), MFH 1, LLC, a Delaware limited liability company (the “Sponsor”), D. Boral Capital LLC (the “Representative”) 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”).
PRIVATE PLACEMENT UNITS PURCHASE AGREEMENTPrivate Placement Units Purchase Agreement • June 26th, 2026 • D. Boral ARC Merger Corp • Services-prepackaged software • New York
THIS PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT, dated as of July 30, 2025 (as it may from time to time be amended, this “Agreement”), is entered into by and between D. Boral ARC Acquisition I Corp., a BVI business company (the “Company”), and MFH 1, LLC, a Delaware limited liability company (the “Purchaser”).
INDEMNITY AGREEMENTIndemnity Agreement • June 26th, 2026 • D. Boral ARC Merger Corp • Services-prepackaged software • New York
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of July 30, 2025, by and between D. Boral ARC Acquisition I Corp., a BVI business company (the “Company”), and the undersigned (“Indemnitee”).
SUBSCRIPTION AGREEMENTSubscription Agreement • June 26th, 2026 • D. Boral ARC Merger Corp • Services-prepackaged software
We hereby subscribe for 12,321,429 Class B ordinary shares of the Company (the “Shares”). In consideration for the issue of the Shares, we hereby agree and undertake to pay $25,000 to the Company.
SAFE HOLDER ACKNOWLEDGEMENT AND LOCK-UP AGREEMENTSafe Holder Acknowledgement and Lock-Up Agreement • September 2nd, 2026 • Exascale Labs Holdings Inc. • Services-prepackaged software
This Acknowledgement and Lock-Up Agreement (this “Agreement”) is dated as of [ ], 2026, by and between the undersigned holder (the “SAFE Holder”) and Exascale Labs Inc., a Delaware corporation (the “Company”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Merger Agreement (as defined below).
FORM OF LOCK-UP AGREEMENTLock-Up Agreement • September 2nd, 2026 • Exascale Labs Holdings Inc. • Services-prepackaged software • Delaware
THIS LOCK-UP AGREEMENT (this “Agreement”) is dated as of [ ], 2026, by and between the undersigned (the “Holders”) and D. Boral ARC Merger Corporation, a Delaware corporation and a wholly-owned subsidiary of Parent (as defined below) (“Purchaser”). Capitalized terms used and not otherwise defined herein shall have the meanings given such terms in the Merger Agreement (as defined below).
ContractAdministrative Services Agreement • June 26th, 2026 • D. Boral ARC Merger Corp • Services-prepackaged software
This letter of agreement by and between D. Boral ARC Acquisition I Corp. (the “Company”) and the Company’s sponsor, MFH 1, 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 Nasdaq Global Market (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”):