Common use of Firm Unit Deferred Fee Clause in Contracts

Firm Unit Deferred Fee. In addition to the discount from the public offering price represented by the purchase price set forth in the first sentence of Section 1.1.1 above and subject to Section 1.3 below, the Company hereby agrees to pay to the Underwriters a deferred underwriting commission of $0.35 per Firm Unit purchased hereunder (the “Firm Unit Deferred Fee”), which Firm Unit Deferred Fee will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Representatives, on behalf of the Underwriters, upon consummation of the Business Combination (as defined below) in consideration for the Underwriters using their commercially reasonable efforts to provide the Company with the following services (the “Business Combination Marketing Services”): (i) originating and introducing potential Target Businesses (as defined below) to the Company; (ii) arranging institutional investor meetings on behalf of the Company in connection with obtaining financing for the Business Combination; (iii) assisting the Company in meeting its securities exchange listing requirements following the Closing and (iv) providing capital markets advice and liquidity to the Company following the Closing. The Underwriters hereby agree that if no Business Combination is consummated within the time period provided in the Trust Agreement and the funds held under the Trust Agreement are distributed to the Public Stockholders, (i) the Underwriters will forfeit any rights or claims to the Firm Unit Deferred Fee and (ii) CST&T, as trustee under the Trust Agreement, is authorized to distribute the Firm Unit Deferred Fee to the Public Stockholders on a pro rata basis.

Firm Unit Deferred Fee. In addition to the discount from the public offering price represented by the purchase price set forth in the first sentence of Section 1.1.1 above and subject to Section 1.3 below, the Company hereby agrees to pay to the Underwriters a deferred underwriting commission fee of $0.35 per Firm Unit purchased hereunder (the “Firm Unit Deferred Fee”), which Firm Unit Deferred Fee will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Representatives, on behalf of the Underwriters, upon consummation of the Business Combination (as defined below) in consideration for the Underwriters using their commercially reasonable efforts to provide the Company with the following services (the “Business Combination Marketing Services”): (i) originating and introducing potential Target Businesses (as defined below) to the Company; (ii) arranging institutional investor meetings on behalf of the Company in connection with obtaining financing for the Business Combination; (iii) assisting the Company in meeting its securities exchange listing requirements following the Closing and (iv) providing capital markets advice and liquidity to the Company following the Closing. The Underwriters hereby agree that if no Business Combination is consummated within the time period provided in the Trust Agreement and the funds held under the Trust Agreement are distributed to the Public Stockholders, (i) the Underwriters will forfeit any rights or claims to the Firm Unit Deferred Fee and (ii) CST&T, as trustee under the Trust Agreement, is authorized to distribute the Firm Unit Deferred Fee to the Public Stockholders on a pro rata basis.

Firm Unit Deferred Fee. In addition to the discount from the public offering price represented by the purchase price set forth in the first sentence of Section 1.1.1 above and subject to Section 1.3 below, the Company hereby agrees to pay to the Underwriters a deferred underwriting commission fee of $0.35 0.40 per Firm Unit purchased hereunder (the “Firm Unit Deferred Fee”), which Firm Unit Deferred Fee will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Representatives, on behalf of the Underwriters, upon consummation of the Business Combination (as defined below) in consideration for the Underwriters using their commercially reasonable efforts to provide the Company with the following services (the “Business Combination Marketing Services”): (i) originating and introducing potential Target Businesses (as defined below) to the Company; (ii) arranging institutional investor meetings non-deal roadshows on behalf of the Company in connection with obtaining financing for the a proposed Business Combination; (iii) assisting the Company in meeting its securities exchange listing requirements following the Closing and (iv) providing capital markets advice and liquidity to the Company following the Closing. The Trust Agreement shall provide that the trustee is required to obtain a joint written instruction signed by both the Company and the Representative with respect to the transfer of the funds held in the Trust Account, including the payment of the Deferred Fee from the Trust Account, prior to commencing any liquidation of the assets of the Trust Account in connection with the consummation of any Business Combination, and such provision of the Trust Agreement shall not be permitted to be amended without the prior written consent of the Representative. The Underwriters hereby agree that if no Business Combination is consummated within the time period provided in the Trust Agreement and the funds held under the Trust Agreement are distributed to the Public Stockholders, (i) the Underwriters will forfeit any rights or claims to the Firm Unit Deferred Fee and (ii) CST&T, as trustee under the Trust Agreement, is authorized to distribute the Firm Unit Deferred Fee to the Public Stockholders on a pro rata basis.

Firm Unit Deferred Fee. In addition to the discount from the public offering price represented by the purchase price set forth in the first sentence of Section 1.1.1 above and subject to Section 1.3 below, the Company hereby agrees to pay to the Underwriters a deferred underwriting commission fee of $0.35 0.40 per Firm Unit purchased hereunder (the “Firm Unit Deferred Fee”), which Firm Unit Deferred Fee will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Representatives, on behalf of the Underwriters, upon consummation of the Business Combination (as defined below) in consideration for the Underwriters using their commercially reasonable efforts to provide the Company with the following services (the “Business Combination Marketing Services”): (i) originating and introducing potential Target Businesses (as defined below) to the Company; (ii) arranging institutional investor meetings on behalf of the Company in connection with obtaining financing for the Business Combination; (iii) assisting the Company in meeting its securities exchange listing requirements following the Closing and (iv) providing capital markets advice and liquidity to the Company following the Closing. The Underwriters hereby agree that if no Business Combination is consummated within the time period provided in the Trust Agreement and the funds held under the Trust Agreement are distributed to the Public Stockholders, (i) the Underwriters will forfeit any rights or claims to the Firm Unit Deferred Fee and (ii) CST&T, as trustee under the Trust Agreement, is authorized to distribute the Firm Unit Deferred Fee to the Public Stockholders on a pro rata basis.

Firm Unit Deferred Fee. In addition to the discount from the public offering price represented by the purchase price set forth in the first sentence of Section 1.1.1 above and subject to Section 1.3 below, the Company hereby agrees to pay to the Underwriters a deferred underwriting commission fee of $0.35 per Firm Unit purchased hereunder (the “Firm Unit Deferred Fee”), which Firm Unit Deferred Fee will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the RepresentativesRepresentatives , on behalf of the Underwriters, upon consummation of the Business Combination (as defined below) in consideration for the Underwriters using their commercially reasonable efforts to provide the Company with the following services (the “Business Combination Marketing Services”): (i) originating and introducing potential Target Businesses (as defined below) to the Company; (ii) arranging institutional investor meetings non-deal roadshows on behalf of the Company in connection with obtaining financing for the a proposed Business Combination; (iii) assisting the Company in meeting its securities exchange listing requirements following the Closing and (iv) providing capital markets advice and liquidity to the Company following the Closing. The Trust Agreement shall provide that the trustee is required to obtain a joint written instruction signed by both the Company and the Representative with respect to the transfer of the funds held in the Trust Account, including the payment of the Deferred Fee from the Trust Account, prior to commencing any liquidation of the assets of the Trust Account in connection with the consummation of any Business Combination, and such provision of the Trust Agreement shall not be permitted to be amended without the prior written consent of the Representative. The Underwriters hereby agree that if no Business Combination is consummated within the time period provided in the Trust Agreement and the funds held under the Trust Agreement are distributed to the Public Stockholders, (i) the Underwriters will forfeit any rights or claims to the Firm Unit Deferred Fee and (ii) CST&T, as trustee under the Trust Agreement, is authorized to distribute the Firm Unit Deferred Fee to the Public Stockholders on a pro rata basis.