Exhibit 10.6


 


FAT PROJECTS ACQUISITON CORP


27 Bukit Manis Road


Singapore, 099892


 


October 12, 2021


 


Fat Projects SPAC Pte. Ltd.


27 Bukit Manis Road


Singapore, 099892


Ladies and Gentlemen:


 


This
letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration
statement (the “Registration Statement”) for the initial public offering (the “IPO”)
of the securities of Fat Projects Acquisition Corp (the “Company”) and continuing until the earlier of (i) the
consummation by the Company of an initial business combination and (ii) the Company’s liquidation (in each case as described
in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), Fat Projects
SPAC Pte. Ltd. (the “Sponsor”) shall take steps directly or indirectly to make available to the Company certain
office space, secretarial and administrative services as may be required by the Company from time to time, situated at 27 Bukit Manis
Road, Singapore 099892 (or any successor location). In exchange therefore, the Company shall pay the Sponsor a sum of $10,000 per month
on the Effective Date and continuing monthly thereafter until the Termination Date. The Sponsor hereby agrees that it does not have any
right, title, interest or claim of any kind (a “Claim”) in or to any monies that may be set aside in a trust
account (the “Trust Account”) that may be established upon the consummation of the IPO and hereby irrevocably
waives any Claim it may have in the future as a result of, or arising out of, any negotiations, contracts or agreements with the Company
and will not seek recourse against 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.


 


The
parties may not assign this letter agreement and any of their rights, interests, or obligations hereunder without the consent of the other
party.


 


This
letter agreement 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 laws principles that will apply the laws of another jurisdiction.


 


This
letter agreement may be executed in one or more counterparts, each of which shall for all purposes be deemed to be an original but all
of which together shall constitute one and the same agreement. Only one such counterpart signed by the party against whom enforceability
is sought needs to be produced to evidence the existence of this letter agreement.


 


[Signature Page Follows]


 






     


     


    

 


	 	Very truly yours,
	 	 
	 	FAT PROJECTS ACQUISITION CORP
	 	 	 
	 	By:	
     /s/David Andrada

	 	Name:	David Andrada
	 	Title:	Chief Executive Officer


 


	AGREED TO AND ACCEPTED BY:
	 
	FAT PROJECTS SPAC PTE. LTD.
	 	 
	By:	
      /s/ David Andrada           
	 

	Name:	David Andrada
	Title:  	Director


 


[Signature Page to
Administrative Support Agreement]