EXHIBIT 10.7
EX-10.7
7,294 total material contract exhibits.
EX-10.7
EX-10.6
FORM OF INDEMNITY AGREEMENT
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [ ], 2026, by and between Columbus Circle Capital Corp III, a Cayman Islands exempted company (the “Company”), and the undersigned (“Indemnitee”).
RECITALS
WHEREAS, highly competent persons have become more reluctant to serve publicly-held companies as directors, officers or in other capacities unless they are provided with adequate protection through insurance or adequate indemnification against inordinate risks of claims and actions against them arising out of their service to and activities on behalf of such companies;
WHEREAS, the Board of Directors of the Company (the “Board”) has determined that, in order to attract and retain qualified individuals, the Company will attempt to maintain on an ongoing basis, at its sole expense, liability insurance to protect persons serving the Company and its Subsidiaries (as defined below) from certain liabilities;
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EX-10.5
PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT
This PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT (this “Agreement”) is made as of the ___ day of _____, 2026, by and between Columbus Circle Capital Corp III, a Cayman Islands exempted company (the “Company”) and Cohen & Company Capital Markets, a division of Cohen & Company Securities, LLC (“CCM”) and Clear Street LLC (“Clear Street” each a “Subscriber” and collectively with CCM, the “Subscribers”).
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EX-10.4
Exhibit 10.4
PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT
THIS PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT, dated as of _______, 2026 (as it may from time to time be amended, this “Agreement”), is entered into by and between Columbus Circle Capital Corp III, a Cayman Islands exempted company (the “Company”), and Columbus Circle 3 Sponsor Corporation LLC, a Delaware limited liability company (the “Purchaser”).
WHEREAS, the Company intends to consummate an initial public offering of the Company’s units (the “Public Offering”), each unit consisting of one Class A Ordinary Share, par value $0.0001 per share, of the Company (an “Ordinary Share”), and one-third of one redeemable warrant (a “Warrant”) to purchase Ordinary Share (a “Warrant Share”) to be governed by the Warrant Agreement to be entered into between the Company and Continental Stock Transfer & Trust Company, as warrant agent (the “Warrant Agreement”). Each whole Warrant entitles the holder to purchase one Ordinary Share at
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EX-10.3
Exhibit 10.3
REGISTRATION RIGHTS AGREEMENT
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of _______, 2026, is made and entered into by and among Columbus Circle Capital Corp III, a Cayman Islands exempted company (the “Company”), Columbus Circle 3 Sponsor Corporation LLC, a Delaware limited liability company (the “Sponsor”), Cohen & Company Capital Markets, a division of Cohen &Company Securities, LLC and Clear Street LLC (each a “Representative” and collectively, the “Representatives”) and the undersigned parties listed on the signature page hereto (each such party, together with the Sponsor, the Representatives 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”).
RECITALS
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EX-10.2
INVESTMENT MANAGEMENT TRUST AGREEMENT
This Investment Management Trust Agreement (this “Agreement”) is made effective as of ______, 2026 by and between Columbus Circle Capital Corp III, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Truste****e”).
WHEREAS, the Company’s registration statement on Form S-1, (File No. 333-_____) (the “Registration Statement”) and prospectus (the “Prospectus”) for the initial public offering of the Company’s units (the “Units”), each of which consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-third of one redeemable warrant, each whole warrant entitling the holder thereof to purchase one Ordinary Share (such initial public offering hereinafter referred to as the “Offering”), has been declared effective as of the date hereof by the U.S. Securities and Exchange Commission;
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EX-10.1
Exhibit 10.1
_____, 2026
Columbus Circle Capital Corp III
3 Columbus Circle, 24th Floor
New York NY 10019
Re: Initial Public Offering
Ladies and Gentlemen:
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Columbus Circle Capital Corp III, a Cayman Islands exempted company (the “Company”) and Cohen & Company Capital Markets, a division of Cohen & Company Securities, LLC and Clear Street LLC, as representatives (each a “Representative” and collectively the “Representatives”) of the underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 23,000,000 of the Company’s units (including up to 3,000,000 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-third of one redeemable warrant (each whole
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EX-10.1
OFA GROUP
2026 EQUITY INCENTIVE PLAN
| 1. | Purpose |
The Plan’s purpose is to attract, retain, and motivate persons who make important contributions to the Company by providing these individuals with the opportunity to acquire Shares. Additionally, the Plan is intended to align the interests of these individuals to those of the Company’s other shareholders.
| 2. | Definitions |
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Nintech Mould Factory Inc.
South Fuyuan Road, Private Economy Industry Center, Jiangyan District, Taizhou City,
Jiangsu Province, PRC
____________, 2026
[NAME OF THE INDEPENDENT DIRECTOR]
[ADDRESS OF THE INDEPENDENT DIRECTOR]
Re: Director Offer Letter
Dear Mr./Ms. ____________,
Nintech Mould Factory Inc., a Cayman Islands exempted company limited by shares (the “Company”), is pleased to offer you a position as of member of its Board of Directors (the “Board”). We believe your background and experience will be a significant asset to the Company and we look forward to your participation on the Board. Should you choose to accept this position as a member of the Board, this letter agreement (the “Agreement”) shall constitute an agreement between you and the Company and contains all the terms and conditions relating to the services you agree to provide to the Company.
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MOLD MANUFACTURING CONTRACT
April 2, 2025
Party A: TCL Home Appliances (Hefei) Co., Ltd.
Party B: Jiangsu Ningtai Mould Co., Ltd.
Important Notice and Explanation
| 1. | To protect the rights of all parties, Party A has specially reminded Party B (including but not limited to bolding) of contract terms that materially affect Party B’s interests, including restrictions on Party B’s rights, assumption of liabilities, and disclaimers/limitations of Party A’s liabilities. Party B confirms that Party A has explained such terms as requested. |
| 2. | Each party has consulted legal professionals, fully and accurately understood all terms of this Contract, and signed it after reaching a complete consensus on the interpretation of the terms. |
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Mold Customization Contract
Party A: Taizhou LG Electronics Refrigerator Co., Ltd.
Legal Address: No.12 Yingbin Road, Hailing District, Taizhou, Jiangsu
Legal Representative: Li Yuanjiu
Party B: Jiangsu Ningtai Mould Co., Ltd.
Legal Address: Private Economic Industrial Center, Jiangyan District, Taizhou
Legal Representative: Wang Yangjie
Party A entrusts Party B to customize molds. To protect the interests of both parties, through negotiation, both parties hereto agree on the customization and manufacture of injection molds as follows.
| 1. | Customized Mold Details |
| 1.1. | Party A entrusts Party B to manufacture 20 sets of injection molds. Amount (total including tax): Excluding tax RMB 6,228,000; Including 13% VAT RMB 7,037,640; Total in words: RMB Seven Million Thirty-Seven Thousand Six Hundred Forty Only. Delivery date: Jan 31, 2026. |
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INDEMNIFICATION AGREEMENT
This Indemnification Agreement (this “Agreement”) is entered into as of [●] by and between Nintech Mould Factory Inc., a Cayman Islands company (the “Company”), and the undersigned, a director and/or an officer of the Company (“Indemnitee”), as applicable.
RECITALS
The Board of Directors of the Company (the “Board of Directors”) has determined that the inability to attract and retain highly competent persons to serve the Company is detrimental to the best interests of the Company and its shareholders and that it is reasonable and necessary for the Company to provide adequate protection to such persons against risks of claims and actions against them arising out of their services to the corporation.
AGREEMENT
In consideration of the premises and the covenants contained herein, the Company and Indemnitee do hereby covenant and agree as follows:
A. DEFINITIONS
The following terms shall have the meanings defined below:
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