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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): September 29, 2025

 

HORIZON SPACE ACQUISITION I CORP.

(Exact name of registrant as specified in its charter)

 

Cayman Islands

 

001-41578

 

N/A

(State or other jurisdiction

 

(Commission

 

(IRS Employer

of incorporation)

 

File Number) 

 

Identification Number)

 

1412 Broadway, 21st Floor, Suite 21V

New York, NY 10018

(Address of principal executive offices)

 

(646) 257-5537

(Registrant’s telephone number, including area code)

 

(Former name or former address, if changed since last report.)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act.

 

Title of each class

 

Trading

Symbol

 

Name of each exchange

on which registered

Units, consisting of one Ordinary Share, $0.0001 par value, one redeemable Warrant to acquire one Ordinary Share, and one Right to acquire one-tenth of one Ordinary Share

 

HSPOU

 

The Nasdaq Stock Market LLC

Ordinary Shares, par value $0.0001 per share

 

HSPO

 

The Nasdaq Stock Market LLC

Redeemable Warrants, each whole warrant exercisable for one Ordinary Share at an exercise price of $11.50

 

HSPOW

 

The Nasdaq Stock Market LLC

Rights, each whole right to acquire one-tenth of one Ordinary Share

 

HSPOR

 

The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ☒

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 






 

Item 1.01. Entry into a Material Definitive Agreement.

 

Termination of the Business Combination Agreement

 

Effective October 3, 2025, Horizon Space Acquisition I Corp., a Cayman Islands exempted company (the “Company”) and Squirrel Enlivened Technology Co., Ltd, a Cayman Islands exempted company (“Squirrel HoldCo”) entered into a termination agreement (the “Termination Agreement”), a copy of which is filed as Exhibit 2.1 hereto, which provides for the termination of the business combination agreement dated September 16, 2024 (the “Business Combination Agreement”), by and among the Company, Squirrel HoldCo, Squirrel Enlivened International Co., Ltd, a Cayman Islands exempted company and a wholly-owned subsidiary of Squirrel HoldCo (“Squirrel Cayman”), and Squirrel Enlivened Overseas Co., Ltd, a Cayman Islands exempted company and wholly-owned subsidiary of Squirrel Cayman.

 

The termination was by mutual agreement of the Company and Squirrel HoldCo pursuant to Section 10.1(a) of the Business Combination Agreement and no termination fee or other payment is due to either party from the other as a result of the termination. The effect of the termination of the Business Combination Agreement is as set forth in Section 10.2 of the Business Combination Agreement.

 

Amendment to the Underwriting Agreement

 

On September 29, 2025, the Company entered into an amendment to the underwriting agreement dated as of December 21, 2022 (the “UA Amendment”) with Network 1 Financial Securities, Inc. (“Network 1”), the representative of several underwriters of the Company’s initial public offering (the “IPO”).

 

Pursuant to the UA Amendment, Network 1 agrees to convert the total amount of its deferred underwriting commission in the amount of $2,415,000, or 3.5% of the gross proceeds from the IPO, into 805,000 ordinary shares of the post-combination entity at $3.00 per share (the “Deferred Underwriting Shares”) immediately prior to the consummation of the Company’s initial business combination. The Company agrees to register the Deferred Underwriting Shares under the registration statement to be filed by the Company with the Securities and Exchange commission (the “SEC”) under the Securities Act of 1933, as amended (the “Securities Act”) in connection with the initial business combination. If the Company fails to register such Deferred Underwriting Shares, Network 1 is entitled to up to two (2) demand registrations and an unlimited number of piggyback registrations with respect to such Deferred Underwriting Shares.

 

A copy of the UA Amendment is filed with this Current Report on Form 8-K (this “Report”) as Exhibit 10.1 and is incorporated herein by reference. The foregoing description of the UA Amendment does not purport to be complete and is qualified in its entirety by the terms and conditions of the UA Amendment.

 

September 2025 Extension

 

The Company had until September 27, 2025 to complete its initial business combination pursuant to its amended and restated memorandum and articles of association. However, the Company may extend the period of time to consummate a business combination by up to three one-month extensions, up to December 27, 2025, subject to Horizon Space Acquisition I Sponsor Corp., a Cayman Islands company, the sponsor of the Company (the “Sponsor”) and/or its designee, depositing $120,000 (the “Monthly Extension Fee”) into the trust account of the Company (the “Trust Account”).

 

On September 26, 2025, an aggregate of $120,000 of the Monthly Extension Fee was deposited into the Trust Account for the public shareholders, which enables the Company to extend the period of time it has to consummate its initial business combination by one month from September 27, 2025 to October 27, 2025 (the “Extension”). The payment of the Monthly Extension Fee was made by the Sponsor. The Company issued an unsecured promissory note in the aggregate principal amount of $120,000 (the “Note”) dated September 30, 2025 to the Sponsor in connection with the payment of the Monthly Extension Fee.

 

 
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The Note bears no interest and is payable in full upon the earlier to occur of (i) the consummation of the Company’s business combination or (ii) the date of expiry of the term of the Company (the “Maturity Date”). The following shall constitute an event of default: (i) a failure to pay the principal within five business days of the Maturity Date; (ii) the commencement of a voluntary or involuntary bankruptcy action, (iii) the breach of the Company’s obligations thereunder; (iv) any cross defaults; (v) an enforcement proceedings against the Company; and (vi) any unlawfulness and invalidity in connection with the performance of the obligations thereunder, in which case the Note may be accelerated.

 

The payees of the Note, the Sponsor, has the right, but not the obligation, to convert the Note, in whole or in part, respectively, into private units (the “Units”) of the Company, each consisting of one ordinary share, par value $0.0001 per share (the “Ordinary Share”), one warrant, and one right to receive one-tenth (1/10) of one Ordinary Share upon the consummation of a business combination, as described in the Company's final prospectus dated December 22, 2022 filed with SEC (File No.: 333-268578), related to the IPO, by providing the Company with written notice of the intention to convert at least two business days prior to the closing of the business combination. The number of Units to be received by the Sponsor in connection with such conversion shall be an amount determined by dividing (x) the sum of the outstanding principal amount payable to the Sponsor by (y) $10.00.

 

 The issuance of the Note was made pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act.

 

A copy of the Note is attached as Exhibit 10.2 to this Report and is incorporated herein by reference. The foregoing description of the Note does not purport to be complete and is subject to, and is qualified in its entirety by, the full text of the Note.

 

Item 1.02 Termination of a Material Definitive Agreement.

 

The disclosures set forth under Item 1.01 of this Report with respect to the Termination Agreement are incorporated by reference into this Item 1.02 to the extent required herein.

 

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

 

The disclosures set forth under Item 1.01 of this Report with respect to the Note are incorporated by reference into this Item 2.03 to the extent required herein.

 

Item 3.02 Unregistered Sales of Equity Securities.

 

The information disclosed under Item 1.01 of this Report is incorporated by reference into this Item 3.02 to the extent required herein. The Deferred Underwriting Shares are entitled to certain registration rights. The Units (and the underlying securities) issuable upon conversion of the Note, if any, (1) may not, subject to certain limited exceptions, be transferable or salable by the Sponsor until the completion of the Company’s initial business combination and (2) are entitled to registration rights.

 

 
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Item 9.01 Financial Statements and Exhibits.

 

Exhibit No.

 

Description

10.1

 

Amendment No. 1 to the Underwriting Agreement dated September 29, 2025, by and between the Company and Network 1 Financial Securities, Inc.

10.2

 

Extension Promissory Note, dated September 30, 2025, issued by the Company to Horizon Space Acquisition I Sponsor Corp..

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 
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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

Horizon Space Acquisition I Corp.

 

 

 

 

Date: October 3, 2025

By:

/s/ Mingyu (Michael) Li

 

 

Name: 

Mingyu (Michael) Li

 

 

Title:

Chief Executive Officer

 

 

 
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EX-10.1 2 hspo_ex101.htm AMENDMENT NO. 1 TO THE UNDERWRITING AGREEMENT hspo_ex101.htm

EXHIBIT 10.1

 

AMENDMENT TO UNDERWRITING AGREEMENT

 

This Amendment (the “Amendment”) to the underwriting agreement dated December 21, 2022 (the “Underwriting Agreement”) is made and entered into as of September 29, 2025 by and between Horizon Space Acquisition I Corp. (the “Company”) and Network 1 Financial Securities, Inc. (“Network 1”), as the representative of underwriters (collectively, the “Underwriters”) listed in Schedule I of the Underwriting Agreement thereto. The Company and the Underwriters are herein collectively referred to as the “Parties” with each individually being a “Party.”

 

WITNESSETH:

 

WHEREAS, the Parties entered into that certain Underwriting Agreement; and

 

WHEREAS, the Parties desire to modify certain terms of the Underwriting Agreement, all as more fully described herein.

 

NOW, THEREFORE, in consideration of the foregoing and the mutual covenants and agreements contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows:

 

1.

Definitions. Capitalized terms used and not otherwise defined herein shall have the meaning ascribed to such terms in the Underwriting Agreement.

 

 

2.

Amendments. The following hereby replaces Section 2(e) of the Underwriting Agreement:

 

 

 

(e) The Underwriters agree that 3.5% of the gross proceeds from the sale of the Underwritten Units and the Option Units ($2,415,000) (the “Deferred Underwriting Commission”) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Representative for its own account upon consummation of the Business Combination. The Deferred Underwriting Commission is due and payable, and the Representative’s Shares is issuable, only to the Representative. The Underwriters agree to, and the Company agrees to cause to, convert the total amount of the Deferred Underwriting Commission into 805,000 ordinary shares of the post-Business Combination entity (“Deferred Underwriting Shares”) at $3.00 per share immediately prior to the consummation of the Company’s initial Business Combination. The Deferred Underwriting Shares shall be registered in the proxy statement/prospectus (File No. 333-286410) filed in connection with the initial Business Combination under the Securities Act. If the Company cannot register the Deferred Underwriting Shares in the proxy/statement prospectus for regulatory reasons, the Underwriters shall be afforded up to two (2) demand registration rights and unlimited piggyback registration rights with respect to the Deferred Underwriting Shares. Upon registration and the effectiveness of such proxy statement/prospectus, the Deferred Underwriting Shares shall be unrestricted and freely tradeable, subject only to any restrictions under FINRA rules as applicable, and the Company shall immediately take all necessary steps to ensure that the post-Business Combination entity’s transfer agent effects delivery of the Deferred Underwriting Shares to the Underwriters and/or their designees as soon as practicable. In the event that the Company is unable to consummate a Business Combination and CST, as the Trustee of the Trust Account, commences liquidation of the Trust Account as provided in the Trust Agreement, the Representative agrees that: (i) the Representative hereby forfeits any rights or claims to the Deferred Underwriting Commission and the Representative’s Shares the Representative may have; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Shareholders. The share allocation shall be issued as per Appendix A.

 

 
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3.

Reference to and Effect on the Underwriting Agreement. Except as specifically modified or amended by the terms of this Amendment, the Underwriting Agreement and all provisions contained therein are, and shall continue, in full force and effect and are hereby ratified and confirmed. All references in the Underwriting Agreement to itself shall be deemed references to the Underwriting Agreement as amended hereby.

 

 

4.

Counterparts. This Amendment may be executed in any number of separate counterparts, each of which shall be deemed an original and all of which shall be deemed to be one and the same instrument.

 

 

5.

Governing Law. This Amendment shall be governed by the laws of New York without regard to principles of conflict of laws.

 

 

6.

Successors and Assigns. This Amendment shall be binding upon the parties and their respective successors and assigns.

 

 

7.

Headings. Headings in this Amendment are included for convenience of reference purposes only and shall not constitute a part of this Amendment for any other purpose.

 

[Signature Page Follows]

 

 
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IN WITNESS WHEREOF, the Parties hereto have executed this Amendment as of the day and year first above written.

 

 

Very truly yours,

HORIZON SPACE ACQUISITION I CORP.

       
By: /s/ Mingyu (Michael) Li

 

 

Name: Mingyu (Michael) Li

 
   

Title: Chief Executive Officer

 

 

Network 1 Financial Securities, Inc.,

as Representative of the Underwriters

 

By:

/s/ Adam Pasholk

 

 

 

Name: Adam Pasholk

 

 

 

Title: Managing Director

 

 

 

 

 

 

 

 

[Signature Page to The Amendment to The Underwriting Agreement]

 

 
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Appendix A

 

 

 

EX-10.2 3 hspo_ex102.htm EXTENSION PROMISSORY NOTE hspo_ex102.htm

EXHIBIT 10.2

 

THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.

 

PROMISSORY NOTE

 

Principal Amount: US$120,000

Dated: September 30, 2025

New York, New York

 

FOR VALUE RECEIVED, Horizon Space Acquisition I Corp. (the “Maker” or the “Company”) promises to pay to the order of Horizon Space Acquisition I Sponsor Corp., or its registered assignees or successors in interest (the “Payee”), the principal sum of One Hundred and Twenty Thousand (US$120,000), on the terms and conditions described below. All payments on this Note shall be made by wire transfer of immediately available funds to such account as the Payee may from time to time designate by written notice in accordance with the provisions of this note (the “Note”).

 

1.

Principal. The principal balance of this Note shall be payable by the Maker to the Payee upon the date on which the Maker consummates a business combination or merger with a qualified target company (as described in its Prospectus (as defined below)) (a “Business Combination”) or the date of expiry of the term of the Maker, whichever is earlier (such date, the “Maturity Date”). The principal balance may be prepaid at any time prior to the Maturity Date without penalty. Under no circumstances shall any individual, including but not limited to any officer, director, employee or stockholder of the Maker, be obligated personally for any obligations or liabilities of the Maker hereunder.

 

 

2.

Conversion Rights. The Payee has the right, but not the obligation, to convert this Note, in whole or in part, into private unit (the “Units”) of the Maker, each consisting of one ordinary share, one warrant and one right to receive one-tenth (1/10) of one ordinary share upon the consummation of a Business Combination, as described in the Prospectus of the Maker (File No. 333-268578) (the “Prospectus”), by providing the Maker with written notice of its intention to convert this Note at least two business days prior to the closing of a Business Combination. The number of Units to be received by the Payee in connection with such conversion shall be an amount determined by dividing (x) the sum of the outstanding principal amount payable to such Payee by (y) $10.00.

 

 

(a)

Fractional Units. No fractional Units will be issued upon conversion of this Note. In lieu of any fractional Units to which Payee would otherwise be entitled, the Maker will pay to Payee in cash the amount of the unconverted principal balance of this Note that would otherwise be converted into such fractional Units.

 

 

 

 

(b)

Effect of Conversion. If the Maker timely receives notice of the Payee’s intention to convert this Note at least two business days prior to the closing of a Business Combination, this Note shall be deemed to be converted on such closing date. At its expense, the Maker will, upon receipt of such conversion notice, as soon as practicable after consummation of a Business Combination, issue and deliver to Payee, at Payee’s address as requested by Payee in its conversion notice, a certificate or certificates for the number of Units to which Payee is entitled upon such conversion (bearing such legends as are customary pursuant to applicable state and federal securities laws), including a check payable to Payee for any cash amounts payable as a result of any fractional Units as described herein.

 

 
1

 

 

3.

Interest. This Note does not carry any interest on the unpaid principal balance of this Note, provided, that, any overdue amounts shall accrue default interest at a rate per annum equal to the interest rate which is the prevailing short term United States Treasury Bill rate, from the date on which such payment is due until the day on which all sums due are received by the Payee.

 

 

4.

Application of Payments. All payments shall be applied first to payment in full of any costs incurred in the collection of any sum due under this Note, including but not limited to reasonable attorney’s and auditor’s fees and expenses, then to the payment in full of any late charges, and finally to the reduction of the unpaid principal balance of this Note.

 

 

5.

Events of Default. The following shall constitute an event of default (each, an “Event of Default”):

 

 

(a)

Failure to Make Required Payments. Failure by the Maker to pay the principal amount due pursuant to this Note more than 5 business days of the Maturity Date.

 

 

 

 

(b)

Voluntary Bankruptcy, etc. The commencement by the Maker of a voluntary case under any applicable bankruptcy, insolvency, reorganization, rehabilitation or other similar law, or the consent by it to the appointment of or taking possession by a receiver, liquidator, assignee, trustee, custodian, sequestrator (or other similar official) of the Maker or for any substantial part of its property, or the making by it of any assignment for the benefit of creditors, or the failure of the Maker generally to pay its debts as such debts become due, or the taking of corporate action by the Maker in furtherance of any of the foregoing.

 

 

 

 

(c)

Involuntary Bankruptcy, etc. The entry of a decree or order for relief by a court having jurisdiction in the premises in respect of the Maker in an involuntary case under any applicable bankruptcy, insolvency or other similar law, or appointing a receiver, liquidator, assignee, custodian, trustee, sequestrator (or similar official) of the Maker or for any substantial part of its property, or ordering the winding-up or liquidation of its affairs, and the continuance of any such decree or order unstayed and in effect for a period of 60 consecutive days.

 

 

 

 

(d)

Breach of Other Obligations. The Maker fails to perform or comply with any one or more of its obligations under this Note.

 

 

 

 

(e)

Cross Default. Any present or future indebtedness of the Maker in respect of moneys borrowed or raised becomes (or becomes capable of being declared) due and payable prior to its stated maturity by reason of any event of default, or any such indebtedness is not paid when due or, as the case may be, within any applicable grace period.

 

 

 

 

(f)

Enforcement Proceedings. A distress, attachment, execution or other legal process is levied or enforced on or against any assets of the Maker which is not discharged or stayed within 30 days.

 

 

 

 

(g)

Unlawfulness and Invalidity. It is or becomes unlawful for the Maker to perform any of its obligations under this Note, or any obligations of the Maker under this Note are not or cease to be legal, valid, binding or enforceable.

 

 
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6.

Remedies.

 

 

(a)

Upon the occurrence of an Event of Default specified in Section 5(a) and 5(d) hereof, the Payee may, by written notice to the Maker, declare this Note to be due immediately and payable, whereupon the unpaid principal amount of this Note, and all other amounts payable hereunder, shall become immediately due and payable without presentment, demand, protest or other notice of any kind, all of which are hereby expressly waived, notwithstanding anything contained herein or in the documents evidencing the same to the contrary.

 

 

 

 

(b)

Upon the occurrence of an Event of Default specified in Sections 5(b), 5(c), 5(e), 5(f) and 5(g) hereof, the unpaid principal balance of this Note, and all other sums payable with regard to this Note hereunder, shall automatically and immediately become due and payable, in all cases without any action on the part of the Payee.

 

7.

Taxes. The Maker will pay all amounts due hereunder free and clear of and without reduction for any taxes, levies, imposts, deductions, withholding or charges imposed or levied by any governmental authority or any political subdivision or taxing authority thereof with respect thereto (“Taxes”). The Maker will pay on behalf of the Payee all such Taxes so imposed or levied and any additional amounts as may be necessary so that the net payment of principal and any interest on this Note received by the Payee after payment of all such Taxes shall be not less than the full amount provided hereunder.

 

 

8.

Waivers. The Maker and all endorsers and guarantors of, and sureties for, this Note waive presentment for payment, demand, notice of dishonor, protest, and notice of protest with regard to the Note, all errors, defects and imperfections in any proceedings instituted by the Payee under the terms of this Note, and all benefits that might accrue to the Maker by virtue of any present or future laws exempting any property, real or personal, or any part of the proceeds arising from any sale of any such property, from attachment, levy or sale under execution, or providing for any stay of execution, exemption from civil process, or extension of time for payment; and the Maker agrees that any real estate that may be levied upon pursuant to a judgment obtained by virtue hereof or any writ of execution issued hereon, may be sold upon any such writ in whole or in part in any order desired by the Payee.

 

 

9.

Unconditional Liability. The Maker hereby waives all notices in connection with the delivery, acceptance, performance, default, or enforcement of the payment of this Note, and agrees that its liability shall be unconditional, without regard to the liability of any other party, and shall not be affected in any manner by any indulgence, extension of time, renewal, waiver or modification granted or consented to by the Payee, and consents to any and all extensions of time, renewals, waivers, or modifications that may be granted by the Payee with respect to the payment or other provisions of this Note, and agrees that additional makers, endorsers, guarantors, or sureties may become parties hereto without notice to the Maker or affecting the Maker’s liability hereunder. For the purpose of this Note, “business day” shall mean a day (other than a Saturday, Sunday or public holiday) on which banks are open in China and New York for general banking business.

 

 

10.

Notices. All notices, statements or other documents which are required or contemplated by this Note shall be made in writing and delivered: (i) personally or sent by first class registered or certified mail, overnight courier service to the address most recently provided in writing to such party or such other address as may be designated in writing by such party, (ii) by fax to the number most recently provided to such party or such other fax number as may be designated in writing by such party, or (iii) by email, to the email address most recently provided to such party or such other email address as may be designated in writing by such party. Any notice or other communication so transmitted shall be deemed to have been given on (a) the day of delivery, if delivered personally, (b) only if the receipt is acknowledged, the day after such receipt, if sent by fax or email, (c) the business day after delivery to an overnight courier service, if sent by an overnight courier service, or (d) 5 days after mailing if sent by first class registered or certified mail.

 

 
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11.

Construction. This Note shall be construed and enforced in accordance with the laws of New York, without regard to conflict of law provisions thereof.

 

 

12.

Severability. Any provision contained in this Note which is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. The Payee hereby waives any and all right, title, interest or claim of any kind (“Claim”) in or to any amounts contained in the trust account deriving from the proceeds of the IPO conducted by the Maker and the proceeds of the sale of securities in a private placement (if any) prior to the effectiveness of the IPO, as described in greater detail in the Prospectus filed with the Securities and Exchange Commission in connection with the IPO (the “Trust Account Funds”), and hereby agrees not to seek recourse, reimbursement, payment or satisfaction for any Claim from the Trust Account Funds or any distribution therefrom for any reason whatsoever. If Maker does not consummate the Business Combination, this Note shall be repaid only from amounts other than Trust Account Funds, if any.

 

 

13.

Amendment; Waiver. Any amendment hereto or waiver of any provision hereof may be made with, and only with, the written consent of the Maker and the Payee.

 

 

14.

Assignment. This Note shall be binding upon the Maker and its successors and assigns and is for the benefit of the Payee and its successors and assigns, except that the Maker may not assign or otherwise transfer its rights or obligations under this Note. The Payee may at any time without the consent of or notice to the Maker assign to one or more entities all or a portion of its rights under this Note.

 

[signature page follows]

 

 
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The Parties, intending to be legally bound hereby, have caused this Note to be duly executed by the undersigned as of the day and year first above written.

 

MAKER:

 

Horizon Space Acquisition I Corp.

 

By:

/s/ Mingyu (Michael) Li

 

Name:

Mingyu (Michael) Li

 

Title:

CEO, CFO and Director

 

 

PAYEE:

 

Horizon Space Acquisition I Sponsor Corp.

 

By:

/s/ Mingyu (Michael) Li

 

Name:

Mingyu (Michael) Li

 

Title:

Director

 

 

[signature page to the promissory note]

 

 
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