Orange Street Acquisition Corp Sample Contracts

Orange Street Acquisition Corporation Grand Cayman KY1-9009, Cayman Islands
Subscription Agreement • September 28th, 2026 • Orange Street Acquisition Corp • New York

This agreement (the “Agreement”) is entered into as of September 9, 2026, by and between Orange Street Acquisition Corporation, a Cayman Islands exempted company (the “Company,” “we” or “us”) and Orange Street Capital Limited, a British Virgin Islands business company with limited liability (the “Subscriber” or “you”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 2,906,944 ordinary shares, $0.0001 par value per share (the “Shares”), up to 379,166 of which are subject to forfeiture by you if the underwriters of the initial public offering (“IPO”) of shares of the Company, do not fully exercise their over-allotment option (the “Over-allotment Option”). The Company and the Subscriber’s agreement regarding such Shares are as follows:

Orange Street Acquisition Corporation
Administrative Services Agreement • September 28th, 2026 • Orange Street Acquisition Corp

This letter agreement by and between Orange Street Acquisition Corporation (the “Company”) and Orange Street Capital Limited (“Sponsor”), will confirm our agreement that, commencing on the effective date (the “Commencement Date”) of the Registration Statement on Form S-1 filed with the U.S. Securities and Exchange Commission (the “Registration Statement”) for the initial public offering of the Company’s securities and continuing until the earlier of (x) the consummation by the Company of an initial business combination or (y) the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”):

INDEMNIFICATION AGREEMENT
Indemnification Agreement • September 28th, 2026 • Orange Street Acquisition Corp • New York

This agreement, made and entered into effective as of [●], 2026 (“Agreement”), by and between Orange Street Acquisition Corporation, a Cayman Islands exempted company (“Company”), and the undersigned indemnitee (“Indemnitee”).