Exhibit 10.5

  

   

    

  
    bleuacacia ltd

      500 Fifth Avenue

    New York, New York 10110

      

      

    November 17, 2021

    

      bleuacacia ltd

        500 Fifth Avenue

    New York, New York 10110

    

    

    Re: Administrative Services Agreement

    

    

    Ladies and Gentlemen:

    

    

    This Administrative Services Agreement (this “Agreement”) by and between
        bleuacacia ltd (the “Company”) and bleuacacia sponsor LLC (the “Provider”), 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 Global Market (the “Nasdaq”) (the “Listing Date”) and continuing until the earlier of the consummation by the Company of an initial business combination and the
        Company’s liquidation (in each case as described in the Registration Statement on Form S-1 (File No. 333-257240) filed with the Securities and Exchange Commission) (such earlier date hereinafter
        referred to as the “Termination Date”), the Provider, an affiliate of our sponsor, bleuacacia sponsor LLC, shall make available to the Company, at 500 Fifth Avenue, New York, New York 10110 (or any successor location or other existing office
        locations of the Provider or any of its affiliates), certain office space, administrative and support services as may be reasonably requested by the Company. In exchange therefor, the Company shall pay the Provider the sum of $10,000 per month on
        the Listing Date and continuing monthly thereafter until the Termination Date.

    The Provider hereby irrevocably waives any and all right, title, interest, causes of action and claims of any kind (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 all
      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.

    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.

    This 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.

    

      [Signature page follows]

     

      

    
      
        


    

    
      	
               

            	
               Very truly yours,

            
	
               

            	

            	
               

            
	 	
              BLEUACACIA LTD

            
	 	
              By:

            	
              /s/ Thomas Northover

            
	 	 	
              Name: Thomas Northover

            
	
               

            	

            	
              Title: Executive Director

            


    

    
      	
              AGREED TO AND ACCEPTED BY:

              
                BLEUACACIA SPONSOR LLC

              

            	
               

            
	 	 	 
	
              By:

            	
              /s/ Jide Zeitlin

            	
               

            
	
               

            	
              Name: Jide Zeitlin

            	
               

            
	 	
              Title: Manager

            	 


    

     

      

    [Signature Page to Administrative Services Agreement]