Daedalus Special Acquisition Corp. S-1/A

REGISTRATION STATEMENT

FORM OF UNDERWRITING AGREEMENT

FORM OF AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION

SPECIMEN UNIT CERTIFICATE

SPECIMEN ORDINARY SHARE CERTIFICATE

OPINION OF LOEB LOEB LLP

OPINION OF MAPLES AND CALDER (CAYMAN) LLP, CAYMAN ISLANDS COUNSEL TO THE REGISTRANT.

FORM OF LETTER AGREEMENT AMONG THE REGISTRANT, DAEDALUS SPECIAL ACQUISITION LLC AND EACH OF THE OFFICERS AND DIRECTORS OF THE REGISTRANT.

FORM OF INVESTMENT MANAGEMENT TRUST AGREEMENT BETWEEN CONTINENTAL STOCK TRANSFER & TRUST COMPANY AND THE REGISTRANT.

FORM OF REGISTRATION RIGHTS AGREEMENT AMONG THE REGISTRANT AND DAEDALUS SPECIAL ACQUISITION LLC.

FORM OF PRIVATE PLACEMENT UNIT PURCHASE AGREEMENT BETWEEN THE REGISTRANT AND DAEDALUS SPECIAL ACQUISITION LLC.

FORM OF PRIVATE PLACEMENT UNIT PURCHASE AGREEMENT BETWEEN THE REGISTRANT AND BTIG

FORM OF INDEMNITY AGREEMENT.

FORM OF ADMINISTRATIVE SERVICES AGREEMENT BETWEEN THE REGISTRANT AND AN AFFILIATE OF THE REGISTRANT.

FORM OF CODE OF ETHICS

CONSENT OF CBIZ CPAS P.C.

AUDIT COMMITTEE CHARTER

COMPENSATION COMMITTEE CHARTER

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