Exhibit 10.4


 


 


TREPONT ACQUISITION
CORP I


Four
Embarcadero Center, Suite 1400,


San
Francisco, CA 94111


 


December 1, 2020


 


Trepont Acquisition I, LLC


Four Embarcadero Center, Suite 1400,


San Francisco,
CA 94111


 


Re: Administrative Services Agreement


 


Ladies
and Gentlemen:


 


This
letter agreement (this “Agreement”) by and between Trepont Acquisition Corp I (the “Company”)
and Trepont Acquisition I, 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 New York Stock Exchange (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 Four Embarcadero Center, Suite 1400,
San Francisco, CA 94111 (or any successor location), office space and secretarial and administrative services as may be reasonably
required by the Company. In exchange therefor, the Company shall pay the Sponsor up to $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]


 




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		Very truly yours,
	 	 
	 	TREPONT ACQUISITION CORP I
	 	 
	 	 
	 	By:	/s/ Ori Sasson
	 	 	Name:Ori Sasson
	 	 	Title:Chief Financial Officer


 


 





	AGREED AND ACCEPTED BY:	 
	 	 
	TREPONT ACQUISITION I, LLC	 
	 	 
	 	 
	By:	/s/ Ori Sasson	 
	 	Name:Ori Sasson	 
	 	Title: Member	 




 


 


 


Dated:
December 1, 2020


 


 


 


[Signature
Page to Administrative Services Agreement - Company]