Common use of Partial or No Exercise of the Over-allotment Option Clause in Contracts

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrender, the Subscriber (and any such transferees), collectively with all other initial shareholders of the Company prior to the IPO, will own an aggregate number of Founder Shares equal to 25% of the total number of Ordinary Shares issued in the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 189,000 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares equal to 25% of the total number of Ordinary Shares shares of Common Stock issued in the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 561,000 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares equal to 25% of the total number of Ordinary Shares shares of Common Stock issued in the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Founder Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 375,000 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares equal to 2520% of the total number issued and outstanding shares of Ordinary Shares issued in Common Stock immediately following the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares equal to 2520% of the total number of Ordinary Shares issued in and outstanding ordinary shares immediately following the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires full (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) ), the Subscriber acknowledges and agrees that it shall forfeit any and all rights to such number of Founder Shares (which, if the number of shares of the Company’s Class A Ordinary Shares included in the Company’s units sold in the IPO (such units, the “Units”) (not taking into account any exercise of the Over-allotment Option)(the “IPO Base”) is 10,000,000 (the “IPO Base Number”), will be up to an aggregate of 937,500 Founder Shares and 375,000 Shares) (pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders of the Company prior to the IPO, person or entity owning Class B Ordinary Shares) will own an aggregate number of Founder Shares equal to 2520% of the total number of issued and outstanding Ordinary Shares issued in immediately following the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Founder Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 750,000 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares equal to 2520% of the total number of Ordinary Shares issued in and outstanding Common Stock immediately following the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Founder Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 562,500 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares equal to 2520% of the total number of Ordinary Shares issued in and outstanding Common Stock immediately following the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares shares of Class B Common Stock equal to 25% of the total number of Ordinary Shares Class A Common Stock issued in the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires full (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) ), the Subscriber acknowledges and agrees that it shall forfeit any and all rights to such number of Founder Shares (which, if the number of shares of the Company’s Class A Ordinary Shares included in the Company’s units sold in the IPO (such units, the “Units”) (not taking into account any exercise of the Over-allotment Option) (the “IPO Base”) is 7,500,000 (the “IPO Base Number”), will be up to an aggregate of 937,500 Founder Shares and 281,250 Shares) (pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders of the Company prior to the IPO, person or entity owning Class B Ordinary Shares) will own an aggregate number of Founder Shares equal to 2520% of the total number of issued and outstanding Ordinary Shares issued in immediately following the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Founder Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 562,500 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrender, the Subscriber (and any such transferees), collectively with all other initial shareholders of the Company prior to the IPO, will own an aggregate number of Founder Shares equal to 25% of the total number of Ordinary Shares ordinary shares issued in the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Founder Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares shares of Class B Common Stock equal to 2520% of the total number of Ordinary Shares Class A Common Stock issued in the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 300,000 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares equal to 2520% of the total number of Ordinary Shares shares of Common Stock issued in the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Founder Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 1,875,000 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares equal to 2520% of the total number of Ordinary Shares issued in and outstanding Common Stock immediately following the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Founder Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 1,687,500 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares equal to 2520% of the total number of Ordinary Shares issued in and outstanding Common Stock immediately following the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 487,500 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares equal to 25% of the total number of Ordinary Shares shares of Common Stock issued in the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 600,000 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares equal to 2520% of the total number of Ordinary Shares issued in and outstanding Common Stock immediately following the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 656,250 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares equal to 2520% of the total number of Ordinary Shares shares of Common Stock issued in the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Founder Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 1,125,000 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares equal to 2520% of the total number of Ordinary Shares issued in and outstanding Common Stock immediately following the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 901,183 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares equal to 25% of the total number of Ordinary Shares shares of Common Stock issued in the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 187,500 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares equal to 25% of the total number of Ordinary Shares shares of Common Stock issued in the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 703,125 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares equal to 25% of the total number of Ordinary Shares shares of Common Stock issued in the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Shares) shall automatically forfeit or surrender at the time such Over-Over- allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 187,500 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares shares of Class B Common Stock equal to 2520% of the total number of Ordinary Shares issued in and outstanding Common Stock immediately following the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 130,067 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares equal to 25% of the total number of Ordinary Shares shares of Common Stock issued in the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares equal to 25% of the total number of Ordinary Shares shares of Common Stock issued in the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-Over- allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 562,500 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares shares of Class B Common Stock equal to 2520% of the total number of Ordinary Shares issued in and outstanding Common Stock immediately following the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 78,715 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares equal to 25% of the total number of Ordinary Shares shares of Common Stock issued in the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 858,785 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares equal to 25% of the total number of Ordinary Shares shares of Common Stock issued in the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 741,000 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares shares of Class B Common Stock equal to 2520% of the total number of Ordinary Shares issued in and outstanding Common Stock immediately following the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 999,900 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrender, the Subscriber (and any such transferees), collectively with all other initial shareholders of the Company prior to the IPO, will own an aggregate number of Founder Shares equal to 2533% of the total number of Ordinary Shares issued in the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 375,000 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares equal to 25% of the total number of Ordinary Shares shares of Common Stock issued in the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 537,421 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares equal to 25% of the total number of Ordinary Shares shares of Common Stock issued in the IPO. The provisions of this Section 3.1 amend, restate and supersede in their entireties the provisions of Section 3.1 of the Original Subscription Agreement.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (which, if the number of shares of the Company’s Class A common stock included in the Company’s units sold in the IPO (not taking into account any exercise of the Over-allotment Option)(the “IPO Base”) is 20,000,000 (the “IPO Base Number”), will be up to an aggregate of 937,500 Founder Shares and 750,000 Shares) (pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders of the Company prior to the IPO, person or entity owning Class B Common Stock) will own an aggregate number of Founder Shares (not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket) equal to 2520% of the total number of Ordinary Shares issued in and outstanding Common Stock immediately following the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 46,875 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares equal to 25% of the total number of Ordinary Shares shares of Common Stock issued in the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Founder Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 281,250 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares equal to 2520% of the total number issued and outstanding shares of Ordinary Shares issued in Common Stock immediately following the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 468,750 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares equal to 25% of the total number of Ordinary Shares shares of Common Stock issued in the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Founder Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 750,000 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares equal to 2520% of the total number issued and outstanding shares of Ordinary Shares issued in Common Stock immediately following the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 750,000 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares shares of Class B Common Stock equal to 2520% of the total number of Ordinary Shares issued in and outstanding Common Stock immediately following the IPO.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (and, if applicable, any transferee of Shares) shall automatically forfeit or surrender at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 937,500 1,125,000 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture or surrenderforfeiture, the Subscriber (and any such transferees), collectively with all other initial shareholders stockholders of the Company prior to the IPO, will own an aggregate number of Founder Shares equal to 25% of the total number of Ordinary Shares shares of Common Stock issued in the IPO.