Exhibit 10.8


 


CF Finance Acquisition Corp. III


110 East 59th Street


New York, NY 10022


__, 2020


 


CF Finance Holdings III, LLC


110 East 59th Street


New York, NY 10022






 


Re: Administrative
Services Agreement


 


Ladies and Gentlemen:


 


This letter agreement
by and between CF Finance Acquisition Corp. III (the “Company”) and CF Finance Holdings III, 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”):


 


(i) The Sponsor shall
make available, or cause to be made available, to the Company, 110 East 59th Street, New York, NY 10022 (or any successor location
of the Sponsor), certain office space, utilities and secretarial and administrative support as may be reasonably required by the
Company. In exchange therefor, the Company shall pay the Sponsor the sum of $10,000 per month on the Listing Date and continuing
monthly thereafter until the Termination Date; and


 


(ii) 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 letter 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 stockholders of the Company and into which substantially all of
the proceeds of the Company’s initial public offering will be deposited (the “Trust Account”) as a result of,
or arising out of, this letter agreement, and hereby irrevocably waives any Claim it may have in the future, 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 letter 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 letter 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 letter 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 letter agreement
constitutes the entire relationship of the parties hereto, and any litigation between the parties (whether grounded in contract,
tort, statute, law or equity) shall be governed by, construed in accordance with, and interpreted pursuant to the laws of the State
of New York, without giving effect to its choice of law principles.


 


This letter agreement
may be executed in any number of original or facsimile counterparts and each of such counterparts shall for all purposes be deemed
to be an original, and all such counterparts shall together constitute but one and the same instrument. In the event that any signature
is delivered by facsimile transmission or any other form of electronic delivery, such signature shall create a valid and binding
obligation of the party executing (or on whose behalf such signature is executed) with the same force and effect as if such signature
page were an original thereof.


 


[Signature Page Follows]


 






     


     


    




 


	 	Very truly yours,
	 	 
	 	CF Finance Acquisition Corp. iii
	 	 	 
	 	By:	 
	 	 	Name:	 Howard Lutnick
	 	 	Title:	Chief Executive Officer


 


AGREED TO AND ACCEPTED BY:


 


CF FINANCE HOLDINGS III, LLC


 


	By:	 	 
	 	Name:	 Howard Lutnick	 
	 	Title: 	Chief Executive Officer 	 





 


[Signature Page to Administrative Services
Agreement – CF Finance Acquisition Corp. III]