Common use of Limited Distributions of Income on Property Clause in Contracts

Limited Distributions of Income on Property. (a) Upon receipt by the Trustee of a written request signed by the Chief Executive Officer and Chief Financial Officer of the Company certifying the amount of taxes payable by the Company with respect of income earned on the Property, franchise taxes or any other taxes, then, at the written instruction of the Company, the Trustee shall promptly, to the extent there is not sufficient cash in the Trust Account to pay such tax obligation, liquidate such assets held in the Trust Account as shall be designated by the Company in writing, and disburse to the Company by wire transfer, out of the Property in the Trust Account, the amount indicated by the Company as owing in respect of such tax obligation; provided, however, that in no event shall the aggregate amount of all checks issued to taxing authorities pursuant to this Section 2(a) exceed the interest earned in the Trust Account. It is understood and agreed that the only duty of the Trustee with regard to this section is to follow the instruction of the Company. (b) Upon written request from the Company containing certification that such distribution pursuant to this Section 2(b) shall only be used to fund the working capital requirements of the Company and the costs related to identifying, researching and acquiring prospective target businesses, in each case as described in the prospectus that forms a part of the Registration Statement, the Trustee shall distribute to the Company an amount up to $2,250,000 in the aggregate of the income earned on the Property, net of taxes payable, through the last day of the month immediately preceding the date of receipt of the Company’s written request. (c) Except as provided in Sections 1(i), 2(a) and 2(b) above, no other distributions from the Trust Account shall be permitted. (d) Upon receipt by the Trustee of a written instruction from the Company for distributions from the Trust Account in connection with a plan of dissolution and distribution, accompanied by an Officers Certificate signed by the Chief Executive Officer and Chief Financial Officer of the Company certifying as true, accurate and complete (i) a statement of the amount of actual expenses incurred or, where known with reasonable certainty, imminently to be incurred by the Company in connection with its dissolution and distribution, (ii) any amounts due to pay creditors or required to reserve for payment to creditors, and (iii) the sum of (i) and (ii), the Trustee shall distribute to the Company an amount, as directed by the Company in the instruction letter, up to the sum of (i) and (ii) as indicated in the instruction letter.

Limited Distributions of Income on Property. (a) Upon receipt by If there is any income tax obligation relating to the Trustee of a written request signed by income from the Chief Executive Officer and Chief Financial Officer of Property in the Company certifying the amount of taxes payable by the Company with respect of income earned on the Property, franchise taxes or any other taxesTrust Account, then, at the written instruction of the Company, the Trustee shall promptly, disburse to the extent there is not sufficient cash in Company or the Trust Account to pay such tax obligation, liquidate such assets held in the Trust Account Internal Revenue Service by wire transfer or check (as shall be designated directed by the Company in writing, and disburse to the Company by wire transferits instruction letter), out of the Property in the Trust Account, the amount indicated by the Company as owing in respect of such tax obligation; provided, however, that in no event shall the aggregate amount of all checks issued required to taxing authorities pursuant to this Section 2(a) exceed the interest earned in the Trust Account. It is understood and agreed that the only duty of the Trustee with regard to this section is to follow the instruction of the Companypay income taxes. (b) Upon written request from the Company containing certification that such distribution pursuant to this Section 2(b) shall only be used to fund the working capital requirements of the Company and the costs related to identifying, researching and acquiring a prospective target businessesbusiness, in each case as described in the prospectus that forms a part of the Registration Statement, the Trustee shall distribute to the Company an amount up equal to $2,250,000 in the aggregate 2,000,000 of the income earned on the Property, net of taxes payable, Base Deposit through the last day of the month immediately preceding the date of receipt of the Company’s written request, provided; however, that in the event the over-allotment option is exercised in full, the Company shall be prohibited from receiving distributions of income earned on the Base Deposit until after the first $600,000 of income is earned on the Base Deposit (net of taxes payable), which amount shall be added to the Base Deposit resulting in amount of $10.00 for each share represented by certificates held by Public Stockholders. (c) Except as provided in Sections 1(i), 2(a) and 2(b) above, no other distributions from the Trust Account shall be permitted. (d) Upon receipt by the Trustee of a written instruction from the Company for distributions from the Trust Account in connection with a plan of dissolution and distribution, accompanied by an Officers Certificate signed by the Chief Executive Officer and Chief Financial Officer of the Company certifying as true, accurate and complete (i) a statement of the amount of actual expenses incurred or, where known with reasonable certainty, imminently to be incurred by the Company in connection with its dissolution and distribution, (ii) any amounts due to pay creditors or required to reserve for payment to creditors, and (iii) the sum of (i) and (ii), the Trustee shall distribute to the Company an amount, as directed by the Company in the instruction letter, up to the sum of (i) and (ii) as indicated in the instruction letter. (d) Except as provided in this Section 2, no other distributions from the Trust Account shall be permitted except in accordance with Sections 1(i) and 3(j) hereof.

Limited Distributions of Income on Property. (a) Upon receipt by the Trustee of a written request signed by the Chief Executive Officer and Chief Financial Officer of the Company certifying the amount of taxes payable by the Company with respect of income earned on the PropertyCompany, franchise taxes or any other taxes, then, then at the written instruction of the Company, the Trustee shall promptly, promptly to the extent there is not sufficient cash in the Trust Account to pay such tax obligation, liquidate such assets held in the Trust Account as shall be designated by the Company in writing, and disburse to the Company by wire transfer, out of the Property in the Trust Account, the amount indicated by the Company as owing in respect of such tax obligation; provided, however, that in no event shall the aggregate amount of all checks issued to taxing authorities pursuant to this Section 2(a) exceed the interest earned in the Trust Account. It is understood and agreed that the only duty of the Trustee with regard to this section is to follow the instruction of the Company. (b) Upon written request from the Company containing certification in a form substantially similar to that such distribution pursuant to this Section 2(b) shall only be used to fund the working capital requirements of the Company and the costs related to identifying, researching and acquiring prospective target businesses, in each case attached hereto as described in the prospectus that forms a part of the Registration StatementExhibit C, the Trustee shall distribute to the Company an amount up to $2,250,000 3,250,000 in the aggregate of the income earned and collected on the Property, net of taxes payable, through the last day of the month immediately preceding the date of receipt of the Company’s written request. (c) Except as provided in Sections 1(i), 1(j), 2(a) and 2(b) above, no other distributions from the Trust Account shall be permitted. (d) Upon receipt by the Trustee of a written instruction from the Company for signed by its Chief Executive Officer and Chief Financial Officer requesting distributions from the Trust Account in connection with a plan of dissolution and distribution, accompanied by an Officers Certificate signed by the Chief Executive Officer and Chief Financial Officer of Trustee shall distribute to the Company certifying as true, accurate and complete from the property (i) a statement of the amount of actual expenses incurred or, where known with reasonable certainty, imminently to be incurred by the Company in connection with its dissolution and distribution, and (ii) any amounts due to pay creditors or required to reserve for payment to creditors, and (iii) the sum of (i) and (ii), the Trustee shall distribute to the Company an amount, as directed by the Company in the instruction letter, up to the sum of (i) and (ii) as indicated in the instruction letter. (e) It is understood and agreed that the Trustee’s only responsibility under Section 2(a), 2(b) and 2(d) is to follow the instruction of the Company.

Limited Distributions of Income on Property. (a) Upon receipt by the Trustee of a written request signed by the Chief Executive Officer and Chief Financial Officer of the Company certifying the amount of taxes payable by the Company with respect of income earned on the Property, franchise taxes or any other taxes, then, then at the written instruction of the Company, the Trustee shall promptly, promptly to the extent there is not sufficient cash in the Trust Account to pay such tax obligation, liquidate such assets held in the Trust Account as shall be designated by the Company in writing, and disburse to the Company by wire transfer, out of the Property in the Trust Account, the amount indicated by the Company as owing in respect of such tax obligation; provided, however, that in no event shall the aggregate amount of all checks issued to taxing authorities pursuant to this Section 2(a) exceed the interest earned in the Trust Account. It is understood and agreed that the only duty of the Trustee with regard to this section is to follow the instruction of the Company. (b) Upon written request from the Company containing certification that such distribution pursuant to this Section 2(b) shall only be used to fund the working capital requirements of the Company and the costs related to identifying, researching and acquiring prospective target businesses, in each case as described in the prospectus that forms a part of the Registration Statement, the Trustee shall distribute to the Company an amount up to $2,250,000 in the aggregate of the income earned on the Property, net of taxes payable, through the last day of the month immediately preceding the date of receipt of the Company’s written request. (c) Except as provided in Sections 1(i), 1(j), 2(a) and 2(b) above, no other distributions from the Trust Account shall be permitted. (d) Upon receipt by the Trustee of a written instruction from the Company for distributions from the Trust Account in connection with a plan of dissolution and distribution, accompanied by an Officers Certificate signed by the Chief Executive Officer and Chief Financial Officer of the Company certifying as true, accurate and complete (i) a statement of the amount of actual expenses incurred or, where known with reasonable certainty, imminently to be incurred by the Company in connection with its dissolution and distribution, (ii) any amounts due to pay creditors or required to reserve for payment to creditors, and (iii) the sum of (i) and and (ii), ) the Trustee shall distribute to the Company an amount, as directed by the Company in the instruction letter, up to the sum of (i) and (ii) as indicated in the instruction letter.

Limited Distributions of Income on Property. (a) Upon receipt by the Trustee of a written request an Officer's Certificate signed by the Chief Executive Officer and Chief Financial Management Officer of the Company certifying as true, accurate and complete a copy of: (i) any tax return required to be filed on behalf of the amount of taxes payable by the Company with Trust Account in respect of income earned on the Property, Property held therein and (ii) any State of Delaware franchise taxes or any other taxes, then, at the written instruction of tax required to be paid by the Company, the Trustee shall promptly, deliver to the extent there is not sufficient cash Company for submission to the appropriate taxing authority a check made payable to the order of such taxing authority in the Trust Account amount required to pay such tax obligation, liquidate such assets held in the Trust Account as shall be designated by the Company in writing, and disburse to the Company by wire transfer, out of the Property in the Trust Account, the amount indicated by the Company as owing in respect of such tax obligationtaxes; provided, however, that in no event shall the aggregate amount of all checks issued to taxing authorities pursuant to this Section 2(a) exceed the interest earned income in the Trust Account. It is understood respect of which such taxes are due and agreed that the only duty of the Trustee with regard to this section is to follow the instruction of the Companyowing. (b) Upon the written request from of the Company containing a certification by an authorized officer of the Company that such distribution pursuant to this Section 2(b) shall only be used to fund the repayment of up to $200,000 of an additional officer loan to be made on or prior to the closing of the Offering by Xxxxxx X. Xxxxxxxxx (such loan to be repaid within 90 days of the closing of the Offering) the Trustee shall distribute to the Company an amount required to repay such loan; provided, however, that in no event shall the aggregate amount of all such disbursements pursuant to this Section 2(b) exceed $200,000. (c) Upon the written request of the Company containing a certification by an authorized officer of the Company that such distribution pursuant to this Section 2(c) shall only be used to fund the working capital requirements of the Company and the costs related to identifying, identifying and researching and acquiring a prospective target businessesbusiness, in each case as described in the prospectus that forms a part of the Registration Statement, the Trustee shall distribute to the Company an amount equal to up to $2,250,000 1,825,000 ($1,925,000 if the Underwriters' Over-allotment Option is exercised in the aggregate full) of the income earned on the Property, net through the last day of taxes payablethe month (or, during the first month following the Effective Date, through the last day of the month week) immediately preceding the date of receipt of the Company’s 's written request. . It is agreed that the first $125,000 of interest earned on the funds held in the Trust Account shall, when earned, be immediately released to the Company to fund working capital requirements of the Company (c) Except as provided which amount shall be credited towards the $1,825,000 or $1,925,000 amounts referred to in Sections 1(ithis Section 2(b)). From and after the time that such $125,000 in Trust Account interest is earned, 2(a) and 2(b) aboveif the Over-allotment Option is exercised by the Underwriters, no other distributions the Company shall be prohibited from drawing any amounts from the Trust Account as provided for hereunder until $180,000 of interest shall be permittedhave been earned thereon (or a lesser amount if less than the full Over-allotment is exercised, pro rata based on the amount of the Over-allotment Option exercised). (d) Upon receipt by the Trustee of a written instruction request from the Company for distributions from the Trust Account in connection with a plan of dissolution and distributionliquidation, accompanied by an Officers Officer's Certificate signed by the Chief Executive Officer and Chief Financial Management Officer of the Company certifying as true, accurate and complete complete: (i) a statement of the amount of actual expenses incurred or, where known with reasonable certainty, imminently to be incurred by the Company in connection with its dissolution and distribution, including any fees and expenses incurred or imminently to be incurred by the Company in connection with seeking stockholder approval of the Company's plan of dissolution and distribution, and (ii) any amounts due to pay creditors or required to reserve for payment to creditors, and (iii) the sum of (i) and (ii), the Trustee shall distribute to the Company an amountamount equal to the income earned on the Property through the last day of the month immediately preceding the date of receipt of the Company's written request (subject to the amount limitations set forth in Section 2(c) above); provided, as directed however, that any distribution pursuant to this Section 2(d) shall only be used to fund the amount of actual expenses incurred or imminently to be incurred by the Company in connection with its dissolution and liquidation, including any fees and expenses incurred or imminently to be incurred by the instruction letterCompany in connection with seeking stockholder approval of the Company's plan of dissolution and liquidation. (e) Except as provided in this Section 2, up to no other distributions from the sum of (iTrust Account shall be permitted except in accordance with Sections 1(i) and (ii1(j) as indicated in the instruction letterhereof.

Limited Distributions of Income on Property. (a) Upon receipt by the Trustee of a written request signed by the Chief Executive Officer and Chief Financial Officer of the Company certifying the amount of taxes payable payable, whether by the Company Trust Account or the Company, with respect of to income earned on the Property, franchise taxes Property or any federal, state, local or other taxestax obligation, then, at the written instruction of the Company, the Trustee shall promptlypromptly make funds available in cash or, to the extent there is not sufficient cash in the Trust Account to pay such tax obligation, liquidate such assets held in the Trust Account as shall be designated by the Company in writing, and disburse to the Company by wire electronic funds transfer, account debit or other method of payment, out of the Property in the Trust Account, the amount indicated by the Company as owing in respect of such tax obligation; provided, however, that in no event shall the aggregate amount of all checks issued to taxing authorities pursuant to this Section 2(a) exceed the interest earned in the Trust Account. It is understood and agreed that the only duty of the Trustee with regard to this section is to follow the instruction of the Company. (b) Upon written request from the Company containing certification that such distribution pursuant to this Section 2(b) shall only be used to fund the working capital requirements of the Company and the costs related to identifying, researching and acquiring prospective target businesses, in each case as described in the prospectus that forms a part of the Registration Statement, the Trustee shall distribute to the Company an amount up to $2,250,000 2,325,000 in the aggregate of the income earned on the Property, net of taxes payable, through the last day of the month immediately preceding the date of receipt of the Company’s written request. (c) Except as provided in Sections 1(i), 2(a) and 2(b) above, no other distributions from the Trust Account shall be permitted. (d) Upon receipt by the Trustee of the Termination Letter described in Section 1(i)(B), a written instruction from the Company for distributions from the Trust Account in connection with a plan of dissolution and distribution, accompanied by and an Officers Officers’ Certificate signed by the Chief Executive Officer and Chief Financial Officer of the Company certifying as true, accurate and complete (i) a statement of the amount of actual expenses incurred or, where known with reasonable certainty, imminently to be incurred by the Company in connection with its dissolution and distribution, (ii) any amounts due to pay creditors or required to reserve for payment to creditors, and (iii) the sum of (i) and (ii), the Trustee shall distribute to the Company an amount, as directed by the Company in the instruction letter, up to the sum of (i) and (ii) as indicated in the instruction letter. (d) Except as provided in Sections 1(i), 2(a), 2(b) and 2(c) above, no other distributions from the Trust Account shall be permitted.

Limited Distributions of Income on Property. (a) Upon receipt by the Trustee of a written request signed by the Chief Executive Officer and Chief Financial Officer of the Company certifying the amount of taxes payable by the Company with respect of income earned on the Property, franchise taxes or any other taxes, then, then at the written instruction of the Company, the Trustee shall promptly, promptly to the extent there is not sufficient cash in the Trust Account to pay such tax obligation, liquidate such assets held in the Trust Account as shall be designated by the Company in writing, and disburse to the Company by wire transfer, out of the Property in the Trust Account, the amount indicated by the Company as owing in respect of such tax obligation; provided, however, that in no event shall the aggregate amount of all checks issued to taxing authorities pursuant to this Section 2(a) exceed the interest earned in the Trust Account. It is understood and agreed that the only duty of the Trustee with regard to this section is to follow the instruction of the Company. (b) Upon written request from the Company containing certification that such distribution pursuant to this Section 2(b) shall only be used to fund the working capital requirements of the Company and the costs related to identifying, researching and acquiring prospective target businesses, in each case as described in the prospectus that forms a part of the Registration Statement, the Trustee shall distribute to the Company an amount up to $2,250,000 in the aggregate of the income earned on the Property, net of taxes payable, through the last day of the month immediately preceding the date of receipt of the Company’s 's written request. (c) Except as provided in Sections 1(i), 1(j), 2(a) and 2(b) above, no other distributions from the Trust Account shall be permitted. (d) Upon receipt by the Trustee of a written instruction from the Company for distributions from the Trust Account in connection with a plan of dissolution and distribution, accompanied by an Officers Certificate signed by the Chief Executive Officer and Chief Financial Officer of the Company certifying as true, accurate and complete (i) a statement of the amount of actual expenses incurred or, where known with reasonable certainty, imminently to be incurred by the Company in connection with its dissolution and distribution, (ii) any amounts due to pay creditors or required to reserve for payment to creditors, and (iii) the sum of (i) and (ii), the Trustee shall distribute to the Company an amount, as directed by the Company in the instruction letter, up to the sum of (i) and (ii) as indicated in the instruction letter.

Limited Distributions of Income on Property. (a) Upon receipt by the Trustee of a written request an Officer's Certificate signed by the Chief Executive Officer and Chief Financial Management Officer of the Company certifying as true, accurate and complete a copy of: (i) any tax return required to be filed on behalf of the amount of taxes payable by the Company with Trust Account in respect of income earned on the Property, Property held therein and (ii) any State of Delaware franchise taxes or any other taxes, then, at the written instruction of tax required to be paid by the Company, the Trustee shall promptly, deliver to the extent there is not sufficient cash Company for submission to the appropriate taxing authority a check made payable to the order of such taxing authority in the Trust Account amount required to pay such tax obligation, liquidate such assets held in the Trust Account as shall be designated by the Company in writing, and disburse to the Company by wire transfer, out of the Property in the Trust Account, the amount indicated by the Company as owing in respect of such tax obligationtaxes; provided, however, that in no event shall the aggregate amount of all checks issued to taxing authorities pursuant to this Section 2(a) exceed the interest earned income in the Trust Account. It is understood respect of which such taxes are due and agreed that the only duty of the Trustee with regard to this section is to follow the instruction of the Companyowing. (b) Upon the written request from of the Company containing a certification by an authorized officer of the Company that such distribution pursuant to this Section 2(b) shall only be used to fund the repayment of up to $200,000 of an additional officer loan to be made on or prior to the closing of the Offering by Xxxxxx X. Xxxxxxxxx (such loan to be repaid within 90 days of the closing of the Offering) the Trustee shall distribute to the Company an amount required to repay such loan; provided, however, that in no event shall the aggregate amount of all such disbursements pursuant to this Section 2(b) exceed $200,000. (c) Upon the written request of the Company containing a certification by an authorized officer of the Company that such distribution pursuant to this Section 2(c) shall only be used to fund the working capital requirements of the Company and the costs related to identifying, identifying and researching and acquiring a prospective target businessesbusiness, in each case as described in the prospectus that forms a part of the Registration Statement, the Trustee shall distribute to the Company an amount equal to up to $2,250,000 1,825,000 ($1,925,000 if the Underwriters' Over-allotment Option is exercised in the aggregate full) of the income earned on the Property, net of taxes payable, through the last day of the month (or, during the first month following the Effective Date, through the last day of the week) immediately preceding the date of receipt of the Company’s 's written request. . It is agreed that the first $125,000 of interest earned on the funds held in the Trust Account shall, when earned, be immediately released to the Company to fund working capital requirements of the Company (c) Except as provided which amount shall be credited towards the $1,825,000 or $1,925,000 amounts referred to in Sections 1(ithis Section 2(b)). From and after the time that such $125,000 in Trust Account interest is earned, 2(a) and 2(b) aboveif the Over-allotment Option is exercised by the Underwriters, no other distributions the Company shall be prohibited from drawing any amounts from the Trust Account as provided for hereunder until $180,000 of interest shall be permittedhave been earned thereon (or a lesser amount if less than the full Over-allotment is exercised, pro rata based on the amount of the Over-allotment Option exercised). (d) Upon receipt by the Trustee of a written instruction request from the Company for distributions from the Trust Account in connection with a plan of dissolution and distributionliquidation, accompanied by an Officers Officer's Certificate signed by the Chief Executive Officer and Chief Financial Management Officer of the Company certifying as true, accurate and complete complete: (i) a statement of the amount of actual expenses incurred or, where known with reasonable certainty, imminently to be incurred by the Company in connection with its dissolution and distribution, including any fees and expenses incurred or imminently to be incurred by the Company in connection with seeking stockholder approval of the Company's plan of dissolution and distribution, and (ii) any amounts due to pay creditors or required to reserve for payment to creditors, and (iii) the sum of (i) and (ii), the Trustee shall distribute to the Company an amountamount equal to the income earned on the Property through the last day of the month immediately preceding the date of receipt of the Company's written request; provided, as directed however, that any distribution pursuant to this Section 2(d) shall only be used to fund the amount of actual expenses incurred or imminently to be incurred by the Company in connection with its dissolution and liquidation, including any fees and expenses incurred or imminently to be incurred by the instruction letterCompany in connection with seeking stockholder approval of the Company's plan of dissolution and liquidation. (e) Except as provided in this Section 2, up to no other distributions from the sum of (iTrust Account shall be permitted except in accordance with Sections 1(i) and (ii1(j) as indicated in the instruction letterhereof.