Common use of Affiliate Compensation Clause in Contracts

Affiliate Compensation. There will be no fees, reimbursements, cash payments or compensation of any kind, including the issuance of any securities of the Company, made to the Company’s officers and directors (directly or indirectly) prior to the consummation of an Acquisition Transaction other than: (i) repayment of an aggregate of $[_______] in non-interest bearing loans made by Selway Capital Holdings, LLC to pay a portion of the Company’s offering expenses; (ii) securities issued to the Company’s officers and directors in exchange for loans reasonably necessary to meet the Company’s working capital needs; and (iii) reimbursement for any reasonable out-of-pocket expenses incident to the Offering and finding a suitable Acquisition Transaction. There is no limit on the amount of out-of-pocket expenses reimbursable by the Company (except that reimbursement may not be made using funds in the trust account unless and until an Acquisition Transaction is consummated). Additionally, the Company may pay to Selway Capital LLC, an affiliate of Selway Capital Holdings, LLC, $5,000 per month for up to twelve months for office space and general and administrative services (the “Services Agreement”).

Affiliate Compensation. There will be no fees, reimbursements, cash payments or compensation of any kind, including the issuance of any securities of the Company, made to the Company’s officers and directors (directly or indirectly) prior to the consummation of an Acquisition a Business Transaction other than: (i) repayment of an aggregate of $[_______] 125,000 in non-interest bearing loans made by Selway Capital Holdings, LLC FWAC Holdings Ltd to pay a portion of the Company’s offering expenses; (ii) securities issued to the Company’s officers and directors in exchange for loans reasonably necessary to meet the Company’s working capital needs; and (iii) reimbursement for any reasonable out-of-pocket expenses incident to the Offering offering and finding a suitable Acquisition Business Transaction. There is no limit on the amount of out-of-pocket expenses reimbursable by the Company (except that reimbursement may not be made using funds in the trust account unless and until an Acquisition a Business Transaction is consummated). Additionally, the Company may pay to Selway Capital LLCFWC Management Services Ltd, an affiliate entity controlled by certain of Selway Capital Holdings, LLCthe Company’s officers and directors, $5,000 7,500 per month for up to twelve months for office space and general and administrative services (the “Services Agreement”).

Affiliate Compensation. There will be no fees, reimbursements, cash payments or compensation of any kind, including the issuance of any securities of the Company, made to the Company’s officers and directors (directly or indirectly) prior to the consummation of an Acquisition Transaction other than: (i) repayment of an aggregate of $[_______] in non-interest bearing loans made by Selway Capital Holdings, LLC to pay a portion of the Company’s offering expenses; (ii) securities issued to the Company’s officers and directors in exchange for loans reasonably necessary to meet the Company’s working capital needs; and (iii) reimbursement for any reasonable out-of-pocket expenses incident to the Offering and finding a suitable Acquisition Transaction. There is no limit on the amount of out-of-pocket expenses reimbursable by the Company (except that reimbursement may not be made using funds in the trust account unless and until an Acquisition Transaction is consummated). Additionally, the Company may pay to Selway Capital LLC, an affiliate of Selway Capital Holdings, LLC, $5,000 per month for up to twelve months for office space and general and administrative services (the “Services Agreement”).

Affiliate Compensation. There will be no fees, reimbursements, cash payments or compensation of any kind, including the issuance of any securities of the Company, made to the Company’s officers and directors (directly or indirectly) prior to the consummation of an Acquisition Transaction other than: (i) repayment of an aggregate of $[_______] 160,500 in non-interest bearing loans made by Selway Capital Holdings, LLC to pay a portion of the Company’s offering expenses; (ii) securities issued to the Company’s officers and directors in exchange for loans reasonably necessary to meet the Company’s working capital needs; and (iii) reimbursement for any reasonable out-of-pocket expenses incident to the Offering and finding a suitable Acquisition Transaction. There is no limit on the amount of out-of-pocket expenses reimbursable by the Company (except that reimbursement may not be made using funds in the trust account unless and until an Acquisition Transaction is consummated). Additionally, the Company may pay to Selway Capital LLC, an affiliate of Selway Capital Holdings, LLC, $5,000 per month for up to twelve months for office space and general and administrative services (the “Services Agreement”).

Affiliate Compensation. There will be no fees, reimbursements, cash payments or compensation of any kind, including the issuance of any securities of the Company, made to the Company’s officers and directors (directly or indirectly) prior to the consummation of an a Acquisition Transaction other than: (i) repayment of an aggregate of $[_______] in non-interest bearing loans made by Selway Capital Holdings, LLC to pay a portion of the Company’s offering expenses; (ii) securities issued to the Company’s officers and directors in exchange for loans reasonably necessary to meet the Company’s working capital needs; and (iii) reimbursement for any reasonable out-of-pocket expenses incident to the Offering offering and finding a suitable Acquisition Transaction. There is no limit on the amount of out-of-pocket expenses reimbursable by the Company (except that reimbursement may not be made using funds in the trust account unless and until an a Acquisition Transaction is consummated). Additionally, the Company may pay to Selway Capital LLC, an affiliate of Selway Capital Holdings, LLC, $5,000 per month for up to twelve months for office space and general and administrative services (the “Services Agreement”).