Exhibit
10.8 


 


VIDA
FLASH ACQUISITIONS 


8840
Wilshire, Floor 2


Beverly Hills, CA 90211


 



2021


 


FLaSH
Investments LLC


8840
Wilshire, Floor 2


Beverly Hills, CA 90211


 


Re:
Administrative Services Agreement


 


Ladies
and Gentlemen:


 


This
letter agreement (this “Agreement”) by and between VIDA FLaSH Acquisitions (the “Company”)
and FLaSH Investments LLC (the “Sponsor”), 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 Capital Market (the “Listing Date”),
pursuant to a Registration Statement on Form S-1 and prospectus filed with the U.S. 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”):


 


1.
The Sponsor shall make available, or cause to be made available, to the Company, at 8840 Wilshire, Floor 2, Beverly Hills, CA 90211
(or any successor location), office space, utilities and secretarial and administrative services provided to members of the management
team of the Company as may be reasonably required by the Company. In exchange therefor, the Company shall pay the Sponsor $10,000
per month on the Listing Date and continuing monthly thereafter until the Termination Date; and


 


2.
The Sponsor hereby irrevocably waives any and all right, title, interest, causes of action and claims of any kind as a result
of, or arising out of, this Agreement (each, a “Claim”) in or to, and any and all right to seek payment
of any amounts due to it out of, the trust account established for the benefit of the public shareholders of the Company and into
which substantially all of the proceeds of the Company’s initial public offering will be deposited (the “Trust
Account”), and hereby irrevocably waives any Claim it may have in the future as a result of, or arising out of,
this Agreement, which Claim would reduce, encumber or otherwise adversely affect the Trust Account or any monies or other assets
in the Trust Account, and further agrees not to seek recourse, reimbursement, payment or satisfaction of any Claim against the
Trust Account or any monies or other assets in the Trust Account for any reason whatsoever.


 


This
Agreement constitutes the entire agreement and understanding of the parties hereto in respect of its subject matter and supersedes
all prior understandings, agreements, or representations by or among the parties hereto, written or oral, to the extent they relate
in any way to the subject matter hereof or the transactions contemplated hereby.


 


This
Agreement may not be amended, modified or waived as to any particular provision, except by a written instrument executed by the
parties hereto.


 


No
party hereto may assign either this Agreement or any of its rights, interests, or obligations hereunder without the prior written
approval of the other party. Any purported assignment in violation of this paragraph shall be void and ineffectual and shall not
operate to transfer or assign any interest or title to the purported assignee.


 


This
Agreement shall be governed by and construed in accordance with the laws of the State of New York for agreements made and to be
wholly performed within such state, without regards to the conflicts of laws principles thereof.


 


[Signature
Page Follows]


 




     


     


    

 


	 	Very truly yours,
	 	 	 
	 	VIDA FLASH ACQUISITIONS
	 	 	 	 
	 	By:	 
	 	 	Name:	 
	 	 	Title:	 


 





	AGREED AND ACCEPTED BY:	 
	 	 	 
	FLASH INVESTMENTS LLC 	 
	 	 	 
	By:	          	 
	Name:	 	 
	Title:	 	 


 


[Signature Page to Administrative Services Agreement]