Common use of Deferred Underwriting Commission Clause in Contracts

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($1,750,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $262,500) (the “Deferred Underwriting Commission”) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to Maxim for its own account upon consummation of the Business Combination. In the event that the Company is unable to consummate a Business Combination and American Stock Transfer & Trust Company (“AST”), as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriter agrees that: (i) the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the public shareholders.

Deferred Underwriting Commission. The Underwriters agree Underwriter agrees that 3.53.0% of the gross proceeds from the sale of the Firm Units ($1,750,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $262,5001,500,000) (the “Deferred Underwriting Commission”) will be deposited in deposited, and held held, in the Trust Account and payable directly from the Trust Account, without accrued interest, to Maxim the Representative for its own account upon consummation of the Company’s Business Combination. Each of the Underwriters acknowledges that only the Representative shall receive the Deferred Underwriting Commission. In the event that the Company is unable to consummate a Business Combination and American Continental Stock Transfer & Trust Company (“AST”)Company, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriter agrees that: (i) the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the public shareholdersPublic Shareholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($1,750,0004,025,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $262,500603,750) (the “Deferred Underwriting Commission”) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to Maxim for its own account upon consummation of the Business Combination. In the event that the Company is unable to consummate a Business Combination and American Continental Stock Transfer & Trust Company (“ASTCST”), as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriter agrees that: (i) the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the public shareholders.

Deferred Underwriting Commission. The Underwriters agree Underwriter agrees that 3.54.0% of the gross proceeds from the sale of the Firm Units ($1,750,0001,600,000) and 3.54.0% of the gross proceeds from the sale of the Option Units (up to $262,500240,000) (the “Deferred Underwriting Commission”) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to Maxim Chardan for its own account upon consummation of the Business Combination. In the event that the Company is unable to consummate a Business Combination and American Continental Stock Transfer & Trust Company (“AST”)Company, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriter agrees that: (i) the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the public shareholders. The Deferred Underwriting Commission will be reduced by fifty percent (50%) for each Unit redeemed by the public shareholders in connection with the Business Combination.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($1,750,0003,500,000) and 3.55.5% of the gross proceeds from the sale of the Option Units (up to $262,500825,000) (the “Deferred Underwriting Commission”) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to Maxim for its own account upon consummation of the Business Combination. In the event that the Company is unable to consummate a Business Combination and American Continental Stock Transfer & Trust Company (“ASTCST”), as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriter Underwriters agrees that: (i) the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the public shareholdersthen outstanding holders of Ordinary Shares sold in this Offering.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($1,750,0004,375,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $262,500656,250) (the “Deferred Underwriting Commission”) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to Maxim for its own account upon consummation of the Business Combination. In the event that the Company is unable to consummate a Business Combination and American Continental Stock Transfer & Trust Company (“ASTCST”), as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriter agrees that: (i) the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the public shareholders.

Deferred Underwriting Commission. The Underwriters agree that 3.53.6% of the gross proceeds from the sale of the Firm Units ($1,750,0003,960,000) and 3.53.6% of the gross proceeds from the sale of the Option Units (up to $262,500594,000) (the “Deferred Underwriting Commission”) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to Maxim for its own account upon consummation of the Business Combination. In the event that the Company is unable to consummate a Business Combination and American Continental Stock Transfer & Trust Company (“ASTCST”), as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriter agrees that: (i) the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the public shareholdersstockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($1,750,0004,200,000) and 3.55.5% of the gross proceeds from the sale of the Option Units (up to $262,500990,000) (the “Deferred Underwriting Commission”) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to Maxim for its own account upon consummation of the Business Combination. In the event that the Company is unable to consummate a Business Combination and American Continental Stock Transfer & Trust Company (“ASTCST”), as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriter Underwriters agrees that: (i) the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the public shareholdersthen outstanding holders of Ordinary Shares sold in this Offering.

Deferred Underwriting Commission. The Underwriters agree that 3.54.0% of the gross proceeds from the sale of the Firm Units ($1,750,0001,600,000) and 3.54.0% of the gross proceeds from the sale of the Option Units (up to $262,500240,000) (the “Deferred Underwriting Commission”) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to Maxim Chardan for its own account upon consummation of the Business Combination. In the event that the Company is unable to consummate a Business Combination and American Continental Stock Transfer & Trust Company (“AST”)Company, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriter agrees that: (i) the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the public shareholders. The Deferred Underwriting Commission will be reduced by fifty percent (50%) for each Unit redeemed by the public shareholders in connection with the Business Combination.

Deferred Underwriting Commission. The Underwriters agree Underwriter agrees that 3.54.0% of the gross proceeds from the sale of the Firm Units ($1,750,0001,600,000) and 3.54.0% of the gross proceeds from the sale of the Option Units (up to $262,500240,000) (the “Deferred Underwriting Commission”) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to Maxim Chardan for its own account upon consummation of the Company’s Business Combination. In the event that the Company is unable to consummate a Business Combination and American Continental Stock Transfer & Trust Company (“AST”)Company, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriter agrees that: (i) the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the public shareholdersPublic Stockholders. The amount of Deferred Underwriting Commission will be reduced by 2.0% for each Unit that is redeemed by shareholders prior to or in connection with the Company’s Business Combination.

Deferred Underwriting Commission. The Underwriters agree Underwriter agrees that 3.52.5% of the gross proceeds from the sale of the Firm Units ($1,750,0004,375,000) and 3.52.5% of the gross proceeds from the sale of the Option Units (up to $262,500[_____]) (the “Deferred Underwriting Commission”) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to Maxim Chardan for its own account upon consummation of the Company’s Business Combination. In the event that the Company is unable to consummate a Business Combination and American Continental Stock Transfer & Trust Company (“ASTCST”), as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriter agrees that: (i) the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the public shareholdersPublic Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($1,750,0003,150,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $262,500472,500) (the “Deferred Underwriting Commission”) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to Maxim for its own account upon consummation of the Business Combination. In the event that the Company is unable to consummate a Business Combination and American Continental Stock Transfer & Trust Company (“ASTCST”), as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriter agrees that: (i) the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the public shareholdersstockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($1,750,0006,300,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $262,500945,000) (the “Deferred Underwriting Commission”) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to Maxim for its own account upon consummation of the Business Combination. In the event that the Company is unable to consummate a Business Combination and American Continental Stock Transfer & Trust Company (“ASTCST”), as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriter agrees that: (i) the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the public shareholdersstockholders.

Deferred Underwriting Commission. The Underwriters agree Underwriter agrees that 3.52.0% of the gross proceeds from the sale of the Firm Units ($1,750,000800,000) and 3.52.0% of the gross proceeds from the sale of the Option Units (up to $262,500920,000) (the “Deferred Underwriting Commission”) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to Maxim Chardan for its own account upon consummation of the Company’s Business Combination. In the event that the Company is unable to consummate a Business Combination and American Continental Stock Transfer & Trust Company (“ASTCST”), as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriter agrees that: (i) the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the public shareholdersPublic Stockholders.

Deferred Underwriting Commission. The Underwriters agree Underwriter agrees that 3.5% of the gross proceeds from the sale of the Firm Units Securities ($1,750,0004,375,000) and 3.5% of the gross proceeds from the sale of the Option Units Securities (up to $262,500656,250) (the “Deferred Underwriting Commission”) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to Maxim for its own account SVB Leerink upon consummation of the Business Combination. In the event that the Company is unable to consummate a Business Combination and American Continental Stock Transfer & Trust Company (“AST”)Company, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriter agrees that: (i) the Underwriters Underwriter hereby forfeit forfeits any rights or claims to the Deferred Underwriting CommissionCommission any Underwriter may have; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the public shareholders.

Deferred Underwriting Commission. The Underwriters agree Underwriter agrees that 3.51.0% of the gross proceeds from the sale of the Firm Units ($1,750,000400,000) and 3.54.0% of the gross proceeds from the sale of the Option Units (up to $262,500240,000) (the “Deferred Underwriting Commission”) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to Maxim Cantor Xxxxxxxxxx for its own account upon consummation of the Company’s Business Combination. In the event that the Company is unable to consummate a Business Combination and American Stock Transfer & Trust Company (“AST”)CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriter agrees that: (i) the Underwriters hereby Underwriter shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the public shareholdersPublic Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units Securities ($1,750,0004,375,000) and 3.5% of the gross proceeds from the sale of the Option Units Securities (up to $262,500656,250) (the “Deferred Underwriting Commission”) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to Maxim Chardan Capital Markets, LLC and Barclays Capital Inc. for its their own account upon consummation of the Business Combination. The Deferred Underwriting Commission is due and payable only to Chardan Capital Markets, LLC and Barclays Capital Inc., with 60% of the Deferred Underwriting Commission due to Chardan Capital Markets, LLC and 40% of the Deferred Underwriting Commission due to Barclays Capital Inc. In the event that the Company is unable to consummate a Business Combination and American Continental Stock Transfer & Trust Company (“AST”)Company, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriter agrees Underwriters agree that: (i) the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting CommissionCommission any Underwriter may have; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the public shareholders.

Deferred Underwriting Commission. The Underwriters agree that 3.54.0% of the gross proceeds from the sale of the Firm Units ($1,750,0006,000,000) and 3.54.0% of the gross proceeds from the sale of the Option Units (up to $262,500) 900,000), if any (collectively, the “Deferred Underwriting Commission”) ), will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to Maxim the Underwriters for its their own account accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and American Stock Transfer & Trust Company (“AST”)CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriter agrees Underwriters agree that: (i) the Underwriters hereby shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the public shareholdersPublic Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% $87,500 of the gross proceeds from the sale of the Firm Units (and $1,750,000) and 3.5% 0.175 per Option Unit of the gross proceeds from the sale of the Option Units (up to $262,500315,000, for a total maximum of $402,500) (the “Deferred Underwriting Commission”) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to Maxim I-Bankers for its their own account upon consummation of the Company’s Business Combination. Each of the Underwriters acknowledges that except for the Deferred Underwriting Commission relating to 1,500,000 Units which shall be payable to EarlyBirdCapital, Inc., only I-Bankers shall receive the Deferred Underwriting Commission. In the event that the Company is unable to consummate a Business Combination and American Continental Stock Transfer & Trust Company (“AST”)Company, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriter agrees Underwriters agree that: (i) the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the public shareholdersPublic Stockholders.

Deferred Underwriting Commission. The Underwriters agree Underwriter agrees that 3.5% of the gross proceeds from the sale of the Firm Units Securities ($1,750,0005,075,000) and 3.5% of the gross proceeds from the sale of the Option Units Securities (up to $262,500761,250) (the “Deferred Underwriting Commission”) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to Maxim for its own account SVB Leerink upon consummation of the Business Combination. In the event that the Company is unable to consummate a Business Combination and American Continental Stock Transfer & Trust Company (“AST”)Company, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriter agrees that: (i) the Underwriters Underwriter hereby forfeit forfeits any rights or claims to the Deferred Underwriting CommissionCommission any Underwriter may have; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the public shareholders.

Deferred Underwriting Commission. The Underwriters agree Underwriter agrees that 3.52.0% of the gross proceeds from the sale of the Firm Units ($1,750,000780,000) and 3.52.0% of the gross proceeds from the sale of the Option Units (up to $262,500897,000) (the “Deferred Underwriting Commission”) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to Maxim Chardan for its own account upon consummation of the Company’s Business Combination. In the event that the Company is unable to consummate a Business Combination and American Continental Stock Transfer & Trust Company (“ASTCST”), as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriter agrees that: (i) the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the public shareholdersPublic Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($1,750,0007,000,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $262,5001,050,000) (the “Deferred Underwriting Commission”) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to Maxim for its own account upon consummation of the Business Combination. In the event that the Company is unable to consummate a Business Combination and American Continental Stock Transfer & Trust Company (“ASTCST”), as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriter agrees that: (i) the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the public shareholdersstockholders.