REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 29th, 2021 • Bleuacacia LTD • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [•], 2021, is made and entered into by and among bleuacacia ltd, a Cayman Islands exempted company (the “Company”), and bleuacacia sponsor LLC, a Cayman Islands limited liability company (the “Sponsor”), and any other parties listed on the signature pages hereto (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, the “Holders” and, each, a “Holder”).
20,000,000 Units bleauacacia ltd UNDERWRITING AGREEMENTUnderwriting Agreement • October 29th, 2021 • Bleuacacia LTD • Blank checks • New York
bleuacacia ltd, a Cayman Islands exempted company (the “Company”), proposes, subject to the terms and conditions stated in this agreement (the “Agreement”), to sell to you and, as applicable, to the several underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, 20,000,000 units (the “Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to 3,000,000 additional units to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as Underwriters, and the term Underwriter shall mean either the singular o
SPONSOR WARRANTS PURCHASE AGREEMENTSponsor Warrants Purchase Agreement • October 29th, 2021 • Bleuacacia LTD • Blank checks • New York
THIS SPONSOR WARRANTS PURCHASE AGREEMENT, dated as of [•], 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between bleuacacia ltd, a Cayman Islands exempted company (the “Company”), and [bleuacacia sponsor LLC, a Cayman Islands limited liability company] (the “Purchaser”).
RIGHTS AGREEMENTRights Agreement • October 29th, 2021 • Bleuacacia LTD • Blank checks • New York
This Rights Agreement (this “Agreement”) is made as of __________, 2021, by and between bleuacacia ltd, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Rights Agent”).
FORM OF PUBLIC WARRANT AGREEMENTPublic Warrant Agreement • October 29th, 2021 • Bleuacacia LTD • Blank checks • New York
THIS PUBLIC WARRANT AGREEMENT, dated as of [●], 2021 (as amended, supplemented or otherwise modified from time to time, this “Agreement”), is by and between bleuacacia ltd, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (the “Warrant Agent”).
bleuacacia ltdAdministrative Services Agreement • October 29th, 2021 • Bleuacacia LTD • Blank checks • New York
This Administrative Services Agreement (this “Agreement”) by and between bleuacacia ltd (the “Company”) and bleuacacia sponsor LLC (the “Provider”), 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 “Nasdaq”) (the “Listing Date”) 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 on Form S-1 (File No. 333-257240) filed with the Securities and Exchange Commission) (such earlier date hereinafter referred to as the “Termination Date”), the Provider, an affiliate of our sponsor, bleuacacia sponsor LLC, shall make available to the Company, at 500 Fifth Avenue, New York, New York 10110 (or any successor location or other existing office locations of the Provider or any of its affiliates), certain office space, administrative and support servi
bleuacacia ltd New York, New York 10110Letter Agreement • October 29th, 2021 • Bleuacacia LTD • Blank checks • New York
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into or proposed to be entered into by and between bleuacacia ltd, a Cayman Islands exempted company (the “Company”), and Credit Suisse Securities (USA) LLC and Citigroup Global Markets Inc., as the representatives of the several underwriters named therein (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of 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 comprised of one Class A ordinary share, par value $0.0001 per share (each, an “Ordinary Share”) of the Company, one right to receive one-sixteenth of one Ordinary Share, and one-half of one redeemable warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder thereof to purchase one Ordinary Share at a price of $11.50 per share,
INVESTMENT MANAGEMENT TRUST AGREEMENTTrust Agreement • October 29th, 2021 • Bleuacacia LTD • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of [•], 2021, by and between bleuacacia ltd, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
FORM OF PRIVATE WARRANT AGREEMENTLetter Agreement • October 29th, 2021 • Bleuacacia LTD • Blank checks • New York
THIS PRIVATE WARRANT AGREEMENT, dated as of [●], 2021 (as amended, supplemented or otherwise modified from time to time, this “Agreement”), is by and between bleuacacia ltd, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (the “Warrant Agent”).
