Common use of Payments by Company Clause in Contracts

Payments by Company. The Company agrees that, except as disclosed in the Prospectus, neither the Sponsor nor any Insider or employee, nor any affiliate of the Sponsor or any Insider or employee of the Company, shall receive from the Company any finder’s fee, reimbursement, consulting fee, non-cash payments, monies in respect of any repayment of a loan or other compensation prior to, or in connection with any services rendered in order to effectuate, the consummation of the Company’s initial Business Combination (regardless of the type of transaction that it is), other than the following, none of which will be made from the proceeds held in the Trust Account prior to the completion of the initial Business Combination: repayment of a loan and advances up to an aggregate of $300,000 made to the Company by the Sponsor; payment to the Sponsor for certain secretarial and administrative support services provided to the Company and other expenses and obligations of the Sponsor as may be reasonably required by the Company for a total up to $10,000 per month; reimbursement for any reasonable out-of-pocket expenses related to identifying, investigating, negotiating and completing an initial Business Combination; repayment of the overfunding loans, which are non-interest bearing and unsecured loans in the amount of $5,000,000 (and up to an additional $750,000 if the underwriter’s over-allotment option is exercised in full) (the “Overfunding Loans”); repayment of extension loans in an amount up to an aggregate of $5,000,000 (or up to $5,750,000 if the underwriter’s over-allotment option is exercised in full) (the “Extension Loans”) and repayment of loans, if any, and on such terms as to be determined by the Company from time to time, made by the Sponsor or an affiliate of the Sponsor or any of the Company’s officers or directors to finance transaction costs in connection with an intended initial Business Combination (the “Working Capital Loans”); provided, that, if the Company does not consummate an initial Business Combination, a portion of the working capital held outside the Trust Account may be used by the Company to repay such Overfunding Loans, Extension Loans or Working Capital Loans so long as no proceeds from the Trust Account are used for such repayment. The Overfunding Loans will be convertible into ordinary shares of the post-Business Combination entity at a price of $10.00 per share or repaid in cash upon the closing of the initial Business Combination, at the option of the Sponsor. The Extension Loans will be convertible into Extension Loan Warrants at a price of $1.00 per warrant or repaid in cash upon the closing of the initial Business Combination at the option of the Sponsor. Up to $1,500,000 of the Working Capital Loans may be convertible into Working Capital Warrants at a price of $1.00 per warrant at the option of the lender. The Extension Loan Warrants and the Working Capital Warrants will be identical to the Private Placement Warrants, including as to exercise price, exercisability and exercise period.

Payments by Company. The Company agrees that, except as disclosed in the Prospectus, neither the Sponsor nor any Insider or employee, nor any affiliate of the Sponsor or any Insider or employee of the Company, shall receive from the Company any finder’s fee, reimbursement, consulting fee, non-cash payments, monies in respect of any repayment of a loan or other compensation prior to, or in connection with any services rendered in order to effectuate, the consummation of the Company’s initial Business Combination (regardless of the type of transaction that it is), other than the following, none of which will be made from the proceeds held in the Trust Account prior to the completion of the initial Business Combination: repayment of a loan and advances up to an aggregate of $300,000 500,000 made to the Company by the Sponsor; payment to the Sponsor for certain secretarial and administrative support services provided to the Company and other expenses and obligations of the Sponsor as may be reasonably required by the Company for a total up to $10,000 per month; reimbursement for any reasonable out-of-pocket expenses related to identifying, investigating, negotiating and completing an initial Business Combination; repayment of the overfunding loans, which are non-interest bearing and unsecured loans in the amount of $5,000,000 (and up to an additional $750,000 if the underwriter’s over-allotment option is exercised in full) (the “Overfunding Loans”); repayment of extension loans in an amount up to an aggregate of $5,000,000 (or up to $5,750,000 if the underwriter’s over-allotment option is exercised in full) (the “Extension Loans”) and repayment of loans, if any, and on such terms as to be determined by the Company from time to time, made by the Sponsor or an affiliate of the Sponsor or any of the Company’s officers or directors to finance transaction costs in connection with an intended initial Business Combination (the “Working Capital Loans”); provided, that, if the Company does not consummate an initial Business Combination, a portion of the working capital held outside the Trust Account may be used by the Company to repay such Overfunding Loans, Extension Loans or Working Capital Loans so long as no proceeds from the Trust Account are used for such repayment. The Overfunding Loans will be convertible into ordinary shares of the post-Business Combination entity at a price of $10.00 per share or repaid in cash upon the closing of the initial Business Combination, at the option of the Sponsor. The Extension Loans will be convertible into Extension Loan Warrants at a price of $1.00 per warrant or repaid in cash upon the closing of the initial Business Combination at the option of the Sponsor. Up to $1,500,000 of the Working Capital Loans may be convertible into Working Capital Warrants Shares at a price of $1.00 10.00 per warrant at the option of the lender. The Extension Loan Warrants Shares and the Working Capital Warrants Shares will be identical to the Private Placement Warrants, including as to exercise price, exercisability and exercise periodShares.

Payments by Company. The Company agrees that, except as disclosed in the Prospectus, neither the Sponsor nor any Insider or employee, nor any affiliate of the Sponsor or any Insider or employee of the Company, shall receive from the Company any finder’s fee, reimbursement, consulting fee, non-cash payments, monies in respect of any repayment of a loan to the Company or other compensation prior to, or in connection with any services rendered in order to effectuate, the consummation of the Company’s initial Business Combination (regardless of the type of transaction that it is), other than the following, none of which will be made from the proceeds held in the Trust Account prior to the completion of the initial Business Combination: repayment of a loan and advances up to an aggregate of $300,000 made to the Company by the Sponsor; payment to the Sponsor for certain office space, utilities secretarial support and administrative support services provided to the Company and other expenses and obligations of the Sponsor as may be reasonably required by the Company for a total up to $10,000 30,000 per month; reimbursement for any reasonable out-of-pocket expenses related to identifying, investigating, negotiating and completing an initial Business Combination; repayment of the overfunding loans, which are non-interest bearing and unsecured loans in the amount of $5,000,000 (and up to an additional $750,000 if the underwriter’s over-allotment option is exercised in full) (the “Overfunding Loans”); repayment of extension loans in an amount up to an aggregate of $5,000,000 (or up to $5,750,000 if the underwriter’s over-allotment option is exercised in full) (the “Extension Loans”) and repayment of loans, if any, and on such terms as to be determined by the Company from time to time, made by the Sponsor or an affiliate of the Sponsor or any of the Company’s officers or directors to finance transaction costs in connection with an intended initial Business Combination (the “Working Capital Loans”)) and payment of a portion of the deferred underwriting commissions payable at the Company’s discretion upon consummation of the Company’s initial Business Combination; provided, that, if the Company does not consummate an initial Business Combination, a portion of the working capital held outside the Trust Account may be used by the Company to repay such Overfunding Loans, Extension Loans or Working Capital Loans so long as no proceeds from the Trust Account are used for such repayment. The Overfunding Loans will be convertible into ordinary shares of the post-Business Combination entity at a price of $10.00 per share or repaid in cash upon the closing of the initial Business Combination, at the option of the Sponsor. The Extension Loans will be convertible into Extension Loan Warrants at a price of $1.00 per warrant or repaid in cash upon the closing of the initial Business Combination at the option of the Sponsor. Up to $1,500,000 of the Working Capital Loans may be convertible into Working Capital Warrants units of the post-Business Combination company at a price of $1.00 10.00 per warrant unit at the option of the lender. The Extension Loan Warrants Working Capital Units and the Working Capital Warrants underlying securities will be identical to the Private Placement WarrantsUnits and the underlying securities of the Private Placement Units, including as to exercise price, exercisability and exercise periodperiod of the underlying warrants.

Payments by Company. The Company agrees that, except as disclosed in the Prospectus, neither the Sponsor nor any Insider or employee, nor any affiliate of the Sponsor or any Insider or employee of the Company, shall receive from the Company any finder’s fee, reimbursement, consulting fee, non-cash payments, monies in respect of any repayment of a loan to the Company or other compensation prior to, or in connection with any services rendered in order to effectuate, the consummation of the Company’s initial Business Combination (regardless of the type of transaction that it is), other than the following, none of which will be made from the proceeds held in the Trust Account prior to the completion of the initial Business Combination: repayment of a loan and advances up to an aggregate of $300,000 400,000 made to the Company by the Sponsor; payment to the Sponsor for certain office space, utilities secretarial support and administrative support services provided to the Company and other expenses and obligations of the Sponsor as may be reasonably required by the Company for a total up to $10,000 16,667 per month; reimbursement for any reasonable out-of-pocket expenses related to identifying, investigating, negotiating and completing an initial Business Combination; repayment of the overfunding loans, which are non-interest bearing and unsecured loans in the amount of $5,000,000 4,500,000 (and up to an additional $750,000 675,000 if the underwriter’s Underwriters’ over-allotment option is exercised in full) (the “Overfunding Loans”); repayment of extension loans in an amount up to an aggregate of $5,000,000 (or up to $5,750,000 if the underwriter’s over-allotment option is exercised in full) (the “Extension Loans”) and repayment of loans, if any, and on such terms as to be determined by the Company from time to time, made by the Sponsor or an affiliate of the Sponsor or any of the Company’s officers or directors to finance transaction costs in connection with an intended initial Business Combination (the “Working Capital Loans”)) and payment of an advisory fee equal to 0.7% of the aggregate net proceeds of the initial Business Combination (including the proceeds of the exercise of the over-allotment option, if any) to Ares Management Capital Markets LLC, an affiliate of our sponsor, in connection with consulting and advisory services; provided, that, if the Company does not consummate an initial Business Combination, a portion of the working capital held outside the Trust Account may be used by the Company to repay such Overfunding Loans, Extension Loans or Working Capital Loans so long as no proceeds from the Trust Account are used for such repayment. The Overfunding Loans will be convertible into ordinary shares of the post-Business Combination entity at a price of $10.00 per share or repaid in cash upon the closing of the initial Business Combination, at the option of the Sponsor. The Extension Loans will be convertible into Extension Overfunding Loan Warrants at a price of $1.00 per warrant or repaid in cash upon the closing of the initial Business Combination at the option of the Sponsor. Up to $1,500,000 2,000,000 of the Working Capital Loans may be convertible into Working Capital Warrants at a price of $1.00 per warrant at the option of the lender. The Extension Overfunding Loan Warrants and the Working Capital Warrants will be identical to the Private Placement Warrants, including as to exercise price, exercisability and exercise period.

Payments by Company. The Company agrees that, except as disclosed in the Prospectus, neither the Sponsor nor any Insider or employee, nor any affiliate of the Sponsor or any Insider or employee of the Company, shall receive from the Company any finder’s fee, reimbursement, consulting fee, non-cash payments, monies in respect of any repayment of a loan or other compensation prior to, or in connection with any services rendered in order to effectuate, the consummation of the Company’s initial Business Combination (regardless of the type of transaction that it is), other than the following, none of which will be made from the proceeds held in the Trust Account prior to the completion of the initial Business Combination: repayment of a loan and advances up to an aggregate of $300,000 made to the Company by the Sponsor; payment to the Sponsor for certain secretarial and administrative support services provided to the Company and other expenses and obligations of the Sponsor as may be reasonably required by the Company for a total up to $10,000 per month; reimbursement for any reasonable out-of-pocket expenses related to identifying, investigating, negotiating and completing an initial Business Combination; repayment of the overfunding loans, which are non-interest bearing and unsecured loans in the amount of $5,000,000 2,000,000 (and up to an additional $750,000 300,000 if the underwriter’s underwriters’ over-allotment option is exercised in full) (the “Overfunding Loans”); repayment of extension loans in an amount up to an aggregate of $5,000,000 990,000 (or up to $5,750,000 1,138,500 if the underwriter’s underwriters’ over-allotment option is exercised in full) (the “Extension Loans”) and repayment of loans, if any, and on such terms as to be determined by the Company from time to time, made by the Sponsor or an affiliate of the Sponsor or any of the Company’s officers or directors to finance transaction costs in connection with an intended initial Business Combination (the “Working Capital Loans”); provided, that, if the Company does not consummate an initial Business Combination, a portion of the working capital held outside the Trust Account may be used by the Company to repay such Overfunding Loans, Extension Loans or Working Capital Loans so long as no proceeds from the Trust Account are used for such repayment. The Overfunding Loans will be convertible into ordinary shares of the post-Business Combination entity at a price of $10.00 per share or repaid in cash upon the closing of the initial Business Combination, at the option of the Sponsor. The Extension Loans will be convertible into Extension Loan Warrants Shares at a price of $1.00 10.00 per warrant share or repaid in cash upon the closing of the initial Business Combination at the option of the Sponsor. Up to $1,500,000 of the Working Capital Loans may be convertible into Working Capital Warrants Shares at a price of $1.00 10.00 per warrant at the option of the lender. The Extension Loan Warrants Shares and the Working Capital Warrants Shares will be identical to the Private Placement Warrants, including as to exercise price, exercisability and exercise periodShares.

Payments by Company. The Company agrees that, except as disclosed in the Prospectus, neither the Sponsor nor any Insider or employee, nor any affiliate of the Sponsor or any Insider or employee of the Company, shall receive from the Company any finder’s fee, reimbursement, consulting fee, non-cash payments, monies in respect of any repayment of a loan to the Company or other compensation prior to, or in connection with any services rendered in order to effectuate, the consummation of the Company’s initial Business Combination (regardless of the type of transaction that it is), other than the following, none of which will be made from the proceeds held in the Trust Account prior to the completion of the initial Business Combination: repayment of a loan and advances up to an aggregate of $300,000 400,000 made to the Company by the Sponsor; payment to the Sponsor for certain office space, utilities secretarial support and administrative support services provided to the Company and other expenses and obligations of the Sponsor as may be reasonably required by the Company for a total up to $10,000 16,667 per month; reimbursement for any reasonable out-of-pocket expenses related to identifying, investigating, negotiating and completing an initial Business Combination; repayment of the overfunding loans, which are non-interest bearing and unsecured loans in the amount of $5,000,000 4,000,000 (and up to an additional $750,000 600,000 if the underwriter’s Underwriters’ over-allotment option is exercised in full) (the “Overfunding Loans”); repayment of extension loans in an amount up to an aggregate of $5,000,000 (or up to $5,750,000 if the underwriter’s over-allotment option is exercised in full) (the “Extension Loans”) and repayment of loans, if any, and on such terms as to be determined by the Company from time to time, made by the Sponsor or an affiliate of the Sponsor or any of the Company’s officers or directors to finance transaction costs in connection with an intended initial Business Combination (the “Working Capital Loans”)) and payment of an advisory fee equal to 0.7% of the aggregate net proceeds of the initial Business Combination (including the proceeds of the exercise of the over-allotment option, if any) to Ares Management Capital Markets LLC, an affiliate of our sponsor, in connection with consulting and advisory services; provided, that, if the Company does not consummate an initial Business Combination, a portion of the working capital held outside the Trust Account may be used by the Company to repay such Overfunding Loans, Extension Loans or Working Capital Loans so long as no proceeds from the Trust Account are used for such repayment. The Overfunding Loans will be convertible into ordinary shares of the post-Business Combination entity at a price of $10.00 per share or repaid in cash upon the closing of the initial Business Combination, at the option of the Sponsor. The Extension Loans will be convertible into Extension Overfunding Loan Warrants at a price of $1.00 per warrant or repaid in cash upon the closing of the initial Business Combination at the option of the Sponsor. Up to $1,500,000 2,000,000 of the Working Capital Loans may be convertible into Working Capital Warrants at a price of $1.00 per warrant at the option of the lender. The Extension Overfunding Loan Warrants and the Working Capital Warrants will be identical to the Private Placement Warrants, including as to exercise price, exercisability and exercise period.