0001829126-24-006553 Sample Contracts
UY SCUTI ACQUISITION CORP. FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 30th, 2024 • UY Scuti Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the ___th day of ______________ 2024, by and among UY Scuti Acquisition Corp., a Cayman Islands exempted company (the “Company”), and the undersigned parties listed under Investors on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • September 30th, 2024 • UY Scuti Acquisition Corp. • Blank checks
RIGHTS AGREEMENTRights Agreement • September 30th, 2024 • UY Scuti Acquisition Corp. • Blank checks • New York
This Rights Agreement (this “Agreement”) is made as of ____, 2024 between UY Scuti Acquisition Corp., a Cayman Islands company with its principal executive offices at 39 E Broadway, Ste 603, New York, NY 10002 (the “Company”) and Continental Stock Transfer & Trust Company, a New York company, with offices at 1 State Street, 30th Floor, New York, NY 10004 (the “Rights Agent”).
UY SCUTI ACQUISITION CORP. FORM OF PRIVATE PLACEMENT UNIT SUBSCRIPTION AGREEMENTPrivate Placement Unit Subscription Agreement • September 30th, 2024 • UY Scuti Acquisition Corp. • Blank checks • New York
This PRIVATE PLACEMENT UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of this ____, 2024, by and between UY Scuti Acquisition Corp., a Cayman Islands exempted company (the “Company”), having its principal place of business at 39 E Broadway, Ste 603, New York, NY 10002 and UY Scuti Investments Limited, a British Virgin Islands company (the “Purchaser”).
FORM OF INDEMNITY AGREEMENTIndemnification Agreement • September 30th, 2024 • UY Scuti Acquisition Corp. • Blank checks
NOW, THEREFORE, in consideration of the premises and the covenants contained herein and subject to the provisions of the letter agreement dated as of _______, 2024 between the Company and Indemnitee pursuant to the Underwriting Agreement between the Company and the representative of the underwriters in connection with the Company’s initial public offering, the Company and Indemnitee do hereby covenant and agree as follows:
UY Scuti Acquisition Corp. Maxim Group LLCLetter Agreement • September 30th, 2024 • UY Scuti Acquisition Corp. • Blank checks
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) to be entered into by and between UY Scuti Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Maxim Group LLC, as representative (the “Representative”) of the several underwriters (each, an “Underwriter” and collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of 5,000,000 of the Company’s units (including up to 750,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one of the Company’s ordinary shares, par value $0.001 per share (the “Ordinary Shares”), and a right (“Right”) to receive 1/5th of an Ordinary Share. The Units shall be sold in the Public Offering pursuant to a registration statement on Form S-1 (File No. 333-______) and prospectus (the “Prospectus”) filed by the Company with the Securities and Exchange Com
ADMINISTRATIVE SERVICES AGREEMENT UY Scuti Acquisition Corp.Administrative Services Agreement • September 30th, 2024 • UY Scuti Acquisition Corp. • Blank checks
This letter agreement will confirm our mutual agreement that, commencing on the first date (the “Effective Date”) that any securities of UY Scuti Acquisition Corp. (the “Company”) registered on the Company’s registration statement (the “Registration Statement”) for its initial public offering (the “IPO”) are listed on the Nasdaq Capital Market, and continuing until the earlier of (i) the consummation by the Company of an initial business combination and (ii) the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), UY Scuti Investments Limited (“UY Investments”) shall make available to the Company certain office space, utilities and secretarial and administrative services as may be required by the Company from time to time, situated at 39 E Broadway, Ste 603, New York, NY 10002 (or any successor location). In exchange therefor, the Company shall pay UY Investments the sum of $10,000 per mon