EX-10.5




 Exhibit 10.5 

SOUND POINT ACQUISITION CORP I, LTD 

375 Park Avenue 
 New York, New
York 10152 
 March 1, 2022 
 Sound Point
Acquisition Sponsor I, LLC 
 375 Park Avenue, 33rd Floor 

New York, NY 10152 
 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 Sound Point Acquisition Corp I, Ltd (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”), Sound Point Acquisition Sponsor I, LLC (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 375 Park Avenue, New York, New York 10152 (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. 

To the fullest extent permitted by applicable law, the Company hereby agrees to indemnify, hold harmless and exonerate Sponsor and any of its
affiliates (each, a “Sponsor Indemnitee”) from any and all costs, fees, expenses, judgments, liabilities, fines, penalties and amounts paid in settlement (including all interest, assessments and other charges paid or payable
in connection with or in respect of such costs, fees, expenses, judgments, liabilities, fines, penalties and amounts paid in settlement) actually and reasonably incurred by a Sponsor Indemnitee or on a Sponsor Indemnitee’s behalf in connection
with any threatened, pending or completed action, suit, arbitration, mediation, alternate dispute resolution mechanism, investigation, inquiry, administrative hearing or any other actual, threatened or completed proceeding instituted by the Company
or any third party in respect of any investment opportunities sourced by a Sponsor Indemnitee for the Company or any liability arising with respect to a Sponsor Indemnitee’s activities in connection with the affairs of the Company (in each case
that are provided without a separate written agreement between the Company and such Sponsor Indemnitee); provided, that in no event shall a Sponsor Indemnitee be entitled to be indemnified or held harmless hereunder in respect of any costs, fees,
expenses, judgments, liabilities, fines, penalties and amounts paid in settlement (if any) that Sponsor Indemnitee may incur by reason of such person’s own actual fraud or intentional misconduct; provided further, for the avoidance of doubt,
that under no circumstance shall a Sponsor Indemnitee have a Claim to any monies or assets held in the Trust Account, and the Company shall not be permitted to procure monies or assets held in the Trust Account for the satisfaction of its
obligations to any Sponsor Indemnitee in respect of the indemnification provided hereunder 
 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,
	
	SOUND POINT ACQUISITION CORP I, LTD
		
	By:	 	/s/ Stephen Ketchum
		 	Name: Stephen Ketchum
		 	Title: Chief Executive Officer


  

			
	 AGREED TO AND ACCEPTED BY:

	
	SOUND POINT ACQUISITION SPONSOR I, LLC
		
	By:	 	/s/ David Grill
		 	 Name: David Grill

		 	 Title: Chief Financial Officer