Exhibit 10.10


 


SECURITIES TRANSFER AGREEMENT


 


This Securities Transfer Agreement
is dated as of [●], 2021 (this “Transfer”), by and among Blue World Holdings Limited, a Hong Kong company (the
“Seller”), Blue World Acquisition Corporation, a Cayman Islands exempted company (the “Company”),
and the parties identified on the signature page hereto (each a “Buyer” and collectively, the “Buyers”).


 


WHEREAS, on the terms and
subject to the conditions set forth in this Transfer, the Seller wishes to transfer to the Buyers Class B ordinary shares, $0.0001 par
value (“Class B Ordinary Shares”) of Company, a newly-organized blank check company, or special purpose acquisition
company, formed for the purpose of effecting a merger, stock exchange, asset acquisition, stock purchase, recapitalization, reorganization
or similar business combination with one or more businesses or entities (a “Business Combination”), and the Buyers
wish to purchase and receive such Initial Shares (as defined below) from the Seller.


 


NOW, THEREFORE, in consideration
of the premises, representations, warranties and the mutual covenants contained in this Transfer, and for other good and valuable consideration,
the receipt, sufficiency and adequacy of which are hereby acknowledged, the parties hereto, intending to be legally bound, hereby agree
as follows:


 


Section 1. Transfer
of Initial Shares. Seller hereby transfers the aggregated amount of 20,000 Class B Ordinary Shares to the Buyers (collectively, the
“Initial Shares”) as listed on the Schedule I attached hereto. The Buyers have paid to the Seller an aggregate
amount of [●] ($[●]), (the “Purchase Price”), in consideration of the transfer of the Initial Shares.


 


Section 2. Potential
Forfeiture and Purchase of Shares.


 


(a) In the event that
the Company determines for any reason not to nominate, elect or appoint any Buyer as a member of the board of directors of the Company,
or if any Buyer otherwise does not become a member of the board of directors of the Company for any reason, on or prior to the closing
of the Public Offering (as defined below), such Buyer shall automatically forfeit all of the Initial Shares held by such Buyer, which
Initial Shares shall automatically be transferred and returned to the Seller, and the Seller shall promptly return the applicable portion
of the Purchase Price to such Buyer.


 


(b)  Immediately
prior to the consummation of a Business Combination, unless any Buyer resigns or otherwise ceases to serve as a member of the board of
the directors for any reason, the Company shall issue the aggregate amount of 70,000 Class A ordinary shares, par value US$0.0001 (“Class
A Ordinary Shares”) to the Buyers as set forth in Schedule II attached hereto. (the “New Shares”,
together with the Initial Shares, the “Shares”), subject to the approval of all the necessary parties involved in such
Business Combination, excluding the stockholders of the Company. In the event that any necessary approval is not obtained therefor, the
Seller shall transfer 70,000 Class B Ordinary Shares to each of the Buyers at the same Purchase Price as set forth in Section 1 herein
pursuant to the Schedule II attached hereto.


 


 


(c) The applicable Buyer
shall take all actions as may be reasonably necessary to consummate any forfeiture or sale contemplated by this Section 2,
including entering into agreements and delivering certificates and instruments and consents as may be deemed by Seller to be
necessary or appropriate, and the applicable Buyer hereby grants to Seller and any representative designated by Seller without
further action by such Buyer a limited irrevocable power of attorney to effect any forfeiture or transfer contemplated hereby on
behalf of such Buyer, which power of attorney shall be deemed to be coupled with an interest.


 






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Section 3. No
Conflicts. Each party represents and warrants that neither the execution and delivery of this Transfer by such party, nor the consummation
or performance by such party of any of the transactions contemplated hereby, will with or without notice or lapse of time, constitute,
create or result in a breach or violation of, default under, loss of benefit or right under or acceleration of performance of any obligation
required under any agreement to which it is a party.


 


Section 4.  Investment
Representations. Each Buyer represents and warrants, with respect to himself or herself only, as set forth herein. Such Buyer hereby
acknowledges that an investment in the Shares involves certain significant risks. Such Buyer has no need for liquidity in its investment
in the Shares for the foreseeable future and is able to bear the risk of that investment for an indefinite period. Such Buyer acknowledges
and hereby agrees that the Shares will not be transferable under any circumstances unless registered by the Company in accordance with
federal and state securities laws or sold in compliance with an exemption under such laws and such transfer complies with all applicable
lock-up restrictions on such Buyer (as described in the Company’s draft registration statement on Form S-1, as may be amended
(the “Registration Statement”), under the Securities Act of 1933, as amended (the “Act”), relating
to a contemplated underwritten public offering by the Company (the “Public Offering”)). Such Buyer further understands
and agrees that Buyer will be required to execute and deliver (a) a letter agreement including, among other provisions, the foregoing
transfer restrictions, and (b) a stock escrow agreement with respect to such shares, in each case as described in the Registration
Statement, and that any certificates evidencing the Shares bear a legend referring to such transfer restrictions.


 


The Shares are being acquired
solely for such Buyer’s own account, for investment purposes only, and are not being purchased with a view to or for the resale,
distribution, subdivision or fractionalization thereof; and such Buyer has no present plans to enter into any contract, undertaking, agreement
or arrangement for such resale, distribution, subdivision or fractionalization. Such Buyer has been given the opportunity to (i) ask
questions of and receive answers from the Seller and the Company concerning the terms and conditions of the Shares, and the business and
financial condition of the Company and (ii) obtain any additional information that the Seller possess or can acquire without unreasonable
effort or expense that is necessary to assist such Buyer in evaluating the advisability of the purchase of the Shares and an investment
in the Company. Such Buyer is not relying on any oral representation made by any person as to the Company or its operations, financial
condition or prospects. Such Buyer is an “accredited investor” as defined in Regulation D promulgated by the Securities and
Exchange Commission under the Act. In the event such Buyer does not join the Board of Directors of the Company upon the consummation of
the Public Offering (whether and either at the election of the Company or such Buyer for any reason), then the Buyer shall promptly return
the Initial Shares to the Company and should not have rights to the transfer or issue of the New Shares as described under Section 2(b)
herein.


 


Section 5.  Miscellaneous.
This Transfer, together with the certificates, documents, instruments and writings that are delivered pursuant hereto, constitutes the
entire agreement and understanding of the parties hereto in respect of its subject matter. This Transfer may be executed in two or more
counterparts, each of which will be deemed an original but all of which together will constitute one and the same instrument. This Transfer
may not be amended, modified or waived as to any particular provision, except by a written instrument executed by all parties hereto.
Except as otherwise provided herein, no party hereto may assign either this Transfer or any of its rights, interests, or obligations hereunder
without the prior written approval of the other party.


 


[SIGNATURE PAGE FOLLOWS]


 




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IN WITNESS WHEREOF, the undersigned have executed
this Transfer to be effective as of the date first set forth above.


 


	 	SELLER:
	 	 
	 	Blue World Holdings Limited
	 	 	 
	 	By:	 
	 	Name: 	[●]
	 	Title: 	[●]
	 	 
	 	BUYERS:


 


	 	 
	 	Name: [●]


 


	 	 
	 	Name: [●]


 


	 	 
	 	Name: [●]


 


	 	COMPANY:
	 	 
	 	Blue World Acquisition Corporation
	 	 	 
	 	By:	            
	 	Name: 	[●]
	 	Title:  	[●]


 


[Signature Page to Securities Transfer
Agreement]


 









     


    


    

 


Schedule I


 


	Name
    of Transferee	 	Number
    of Class B ordinary Shares transferred from Blue World Holdings Limited	 	 	Purchase
    Price to Blue World Holdings Limited	 
	Alfred J. Hickey	 	 	10,000	 	 	$	[●]	 
	Buhdy Sin Swee Bok	 	 	10,000	 	 	$	[●]	 
	 	 	 	Total: 20,000	 	 	$	Total:
                                            [●]	 



 


* Each transferee is entitled to purchase 10,000
founder shares upon the completion of this offering.


 









     


    


    

 


Schedule II


 


In addition, each Buyer is entitled to certain
numbers of the Class A ordinary shares as described in the chart below issued by the Company upon completion of the initial Business Combination,
subject to the approval of all the necessary parties involved in such Business Combination, excluding the stockholders of the Company.


 


	Name
    of Buyer	 	Number
    of Class A Ordinary Shares issued by the Company	 
	Alfred
    J. Hickey	 	 	20,000	 
	Buhdy
    Sin Swee Bok	 	 	20,000	 
	Zhenyu
    Li	 	 	30,000	 
	 	 	 	Total: 70,000	 



 


In the event that no approval is obtained therefor,
each Buyer is entitled to acquire from the Seller certain numbers of the Class B ordinary shares at the same purchase price that the Seller
originally paid to acquire the Class B ordinary shares, as described in the chart below.


 


	Name
    of Buyer	 	Number
    of Class B Ordinary Shares transferred from Blue World Holdings Limited	 	 	Purchase
    Price to Blue World Holdings Limited	 
	Alfred
    J. Hickey	 	 	20,000	 	 	$	[●]	 
	Buhdy
    Sin Swee Bok	 	 	20,000	 	 	$	[●]	 
	Zhenyu
    Li	 	 	30,000	 	 	$	[●]	 
	 	 	 	Total:
                                            70,000	 	 	$	Total:
                                            [●]