Terrapin 4 Acquisition Corp Watch

from S-1/A 3 pages Securities Purchase Agreement

from S-1/A 3 pages Form of Securities Purchase Agreement

from S-1/A 7 pages Terrapin Partners Employee Partnership 4, LLC 1700 Broadway, 18th Floor New York, New York 10019 Re: Securities Subscription Agreement Ladies and Gentlemen

from S-1/A 7 pages Terrapin 4 Sponsor Partnership, LLC 1700 Broadway, 18th Floor New York, New York 10019 Re: Securities Subscription Agreement Ladies and Gentlemen

from S-1/A 15 pages Indemnity Agreement

from S-1/A 3 pages This Letter Will Confirm Our Agreement That, Commencing on the Date the Securities of Terrapin 4 Acquisition Corporation (The “Company”) Are First Listed on the NASDAQ Capital Market (The “Listing Date”), Pursuant to a Registration Statement on Form S-1 and Prospectus Filed With the Securities and Exchange Commission (The “Registration Statement”) and Continuing Until the Earlier of the Consummation by the Company of an Initial Business Combination or the Company’s Liquidation (In Each Case as Described in the Registration Statement) (Such Earlier Date Hereinafter Referred to as the “Termination Date”), Terrapin Partners, LLC (“Terrapin Partners”), an Affiliate of Our Terrapin Founders, as Defined in the Registration Statement, Shall Make Available to the Company, at 2655 South Le Jeune Road, Suite 550, Coral Gables, Fl 33134 (Or Any Successor Location), Certain Office Space, Utilities, and General Office, Receptionist and Secretarial Support as May Be Reasonably Required by the Company. in Exchange Therefor, the Company Shall Pay Terrapin Partners the Sum of $16,875 Per Month on the Listing Date and Continuing Monthly Thereafter Until the Termination Date

from S-1/A 6 pages Warrant Purchase Agreement

from S-1/A 15 pages Form of Registration Rights Agreement

from S-1/A 16 pages Form of Forward Purchase Agreement

from S-1/A 14 pages Investment Management Trust Agreement

from S-1/A 7 pages This Letter (This “Letter Agreement”) Is Being Delivered to You in Accordance With the Underwriting Agreement (The “Underwriting Agreement”) Entered Into by and Between Terrapin 4 Acquisition Corporation, a Delaware Corporation (The “Company”), and Nomura Securities International, Inc., 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 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 Share of the Company’s Class a Common Stock, Par Value $0.0001 Per Share (The “Class a Common Stock”), and One Warrant (The “Warrants”). Each Warrant Entitles the Holder Thereof to Purchase One Share of Class a Common Stock at a Price of $11.50 Per Share, Subject to Adjustment. the Units Shall Be Sold in the Public Offering Pursuant to a Registration Statement on Form S-1 and Prospectus (The “Prospectus”) Filed by the Company With the Securities and Exchange Commission (The “Commission”) and the Company Shall Apply to Have the Units Listed on the NASDAQ Capital Market. Certain Capitalized Terms Used Herein Are Defined in Paragraph 13 Hereof