Common use of Representative Shares Clause in Contracts

Representative Shares. Upon the closing of the Offering, the Company shall issue to the Representative 50,000 shares of Common Stock (the “Representative Shares”). Simultaneously with the Option Closing Date (if any), the Company shall issue to the Representative up to an additional 7,500 Representative Shares. The Representative has agreed not to transfer, assign or sell any such Representative Shares without prior consent of the Company until the completion of the initial Business Combination. In addition, the Representative has agreed (i) to waive its redemption rights (or right to participate in any tender offer) with respect to such shares in connection with the completion of the initial Business Combination and (ii) to waive its rights to liquidating distributions from the Trust Account with respect to such shares if the Company fails to complete the initial Business Combination within nine (9) months from the closing of the Offering (or up to 18 months from the closing of the Offering at the election of the Company pursuant to three three-month extensions subject to satisfaction of certain conditions, including the deposit of up to $500,000 or $575,000 if the underwriters’ over-allotment option is exercised in full ($0.10 per unit in either case) for each three-month extension as described in the Registration Statement). The Representative will not sell, transfer, assign, pledge or hypothecate the Representative Shares, or cause the Representative Shares to be the subject of any hedging, short sale, derivative, put, or call transaction that would result in the effective economic disposition of the Representative Shares by any person, for a period of 180 days (pursuant to Rule 5110(e)(1) of the Conduct Rules of the Financial Industry Regulatory Authority (“FINRA”)) following the Effective Date to anyone other than (i) the Representative or an underwriter or selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Representative or of any such underwriter or selected dealer. On and after the 181st day following the Effective Date, transfers to others may be made subject to compliance with or exemptions from applicable securities laws.

Representative Shares. Upon the closing of the Offering, the Company shall issue to the Representative 50,000 60,000 shares of registered Common Stock (the “Representative Shares”). Simultaneously with the Option Closing Date (if any), the Company shall issue to the Representative up to an additional 7,500 9,000 Representative Shares. The Representative has agreed not to transfer, assign or sell any such Representative Shares without prior consent of the Company until the completion of the initial Business Combination. In addition, the Representative has agreed (i) to waive its redemption rights (or right to participate in any tender offer) with respect to such shares in connection with the completion of the initial Business Combination and (ii) to waive its rights to liquidating distributions from the Trust Account with respect to such shares if the Company fails to complete the initial Business Combination within nine (9) months from the closing of the Offering (or 15 months or up to 18 21 months from the closing of the Offering at the election of the Company pursuant to three three-month extensions subject to satisfaction of certain conditions, including the deposit of up to $500,000 or $575,000 if the underwriters’ over-allotment option is exercised in full ($0.10 per unit in either case) for each three-month extension we extend such period as described in the Registration Statement). The Representative will not sell, transfer, assign, pledge or hypothecate the Representative Shares, or cause the Representative Shares to be the subject of any hedging, short sale, derivative, put, or call transaction that would result in the effective economic disposition of the Representative Shares by any person, for a period of 180 days (pursuant to Rule 5110(e)(1) of the Conduct Rules of the Financial Industry Regulatory Authority (“FINRA”)) following the Effective Date to anyone other than (i) the Representative or an underwriter or selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Representative or of any such underwriter or selected dealer. On and after the 181st day following the Effective Date, transfers to others may be made subject to compliance with or exemptions from applicable securities laws.

Representative Shares. Upon the closing of the Offering, the Company shall issue to the Representative 50,000 shares of Common Stock registered Ordinary Shares (the “Representative Shares”). Simultaneously with the Option Closing Date (if any), the Company shall issue to the Representative up to an additional 7,500 Representative Shares. The Representative has agreed not to transfer, assign or sell any such Representative Shares without prior consent of the Company until the completion of the initial Business Combination. In addition, the Representative has agreed (i) to waive its redemption rights (or right to participate in any tender offer) with respect to such shares in connection with the completion of the initial Business Combination and (ii) to waive its rights to liquidating distributions from the Trust Account with respect to such shares if the Company fails to complete the initial Business Combination within nine eighteen (918) months from the closing of the Offering (or up to 18 24 months from the closing of the Offering at the election of the Company pursuant to three three-month extensions subject to satisfaction of certain conditions, including the deposit of up to $500,000 or $575,000 if the underwriters’ over-allotment option is exercised in full ($0.10 per unit in either case) for each three-month extension we extend such period as described in the Registration Statement). The Representative will not sell, transfer, assign, pledge or hypothecate the Representative Shares, or cause the Representative Shares to be the subject of any hedging, short sale, derivative, put, or call transaction that would result in the effective economic disposition of the Representative Shares by any person, for a period of 180 days (pursuant to Rule 5110(e)(1) of the Conduct Rules of the Financial Industry Regulatory Authority (“FINRA”)) following the Effective Date to anyone other than (i) the Representative or an underwriter or selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Representative or of any such underwriter or selected dealer. On and after the 181st day following the Effective Date, transfers to others may be made subject to compliance with or exemptions from applicable securities laws.

Representative Shares. Upon the closing of the Offering, the Company shall issue to the Representative 50,000 60,000 shares of Common Stock (the “Representative Shares”). Simultaneously with the Option Closing Date (if any), the Company shall issue to the Representative up to an additional 7,500 9,000 Representative Shares. The Representative has agreed not to transfer, assign or sell any such Representative Shares without prior consent of the Company until the completion of the initial Business Combination. In addition, the Representative has agreed (i) to waive its redemption rights (or right to participate in any tender offer) with respect to such shares in connection with the completion of the initial Business Combination and (ii) to waive its rights to liquidating distributions from the Trust Account with respect to such shares if the Company fails to complete the initial Business Combination within nine (9) 12 months from the closing of the Offering (or up to 18 months from the closing of the Offering at the election of the Company pursuant to three two three-month extensions subject to satisfaction of certain conditions, including the deposit of up to $500,000 600,000 or $575,000 690,000 if the underwriters’ over-allotment option is exercised in full ($0.10 per unit in either case) for each three-month extension as described in the Registration Statement). The Representative will not sell, transfer, assign, pledge or hypothecate the Representative Shares, or cause the Representative Shares to be the subject of any hedging, short sale, derivative, put, or call transaction that would result in the effective economic disposition of the Representative Shares by any person, for a period of 180 days (pursuant to Rule 5110(e)(1) of the Conduct Rules of the Financial Industry Regulatory Authority (“FINRA”)) following the Effective Date to anyone other than (i) the Representative or an underwriter or selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Representative or of any such underwriter or selected dealer. On and after the 181st day following the Effective Date, transfers to others may be made subject to compliance with or exemptions from applicable securities laws.

Representative Shares. Upon the closing of the Offering, the Company shall issue to the Representative 50,000 shares of Common Stock 90,000 Ordinary Shares (the “Representative Shares”). Simultaneously with the Option Closing Date (if any), the Company shall issue to the Representative up to an additional 7,500 13,500 Representative Shares. The Representative has agreed not to transfer, assign or sell any such Representative Shares without prior consent of the Company until the completion of the initial Business Combination. In addition, the Representative has agreed (i) to waive its redemption rights (or right to participate in any tender offer) with respect to such shares in connection with the completion of the initial Business Combination and (ii) to waive its rights to liquidating distributions from the Trust Account with respect to such shares if the Company fails to complete the initial Business Combination within nine (9) 12 months from the closing of the Offering (or up to 18 months from the closing of the Offering this offering at the election of the Company pursuant to three three-six one month extensions subject to satisfaction of certain conditions, including the deposit of up to $500,000 330,000 or $575,000 379,500 if the underwriters’ over-allotment option is exercised in full ($0.10 0.033 per unit in either case) for each three-one month extension as described in the Registration Statement). The Representative will not sell, transfer, assign, pledge or hypothecate the Representative Shares, or cause the Representative Shares to be the subject of any hedging, short sale, derivative, put, or call transaction that would result in the effective economic disposition of the Representative Shares by any person, for a period of 180 days (pursuant to Rule 5110(e)(1) of the Conduct Rules of the Financial Industry Regulatory Authority (“FINRA”)) following the Effective Date to anyone other than (i) the Representative or an underwriter or selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Representative or of any such underwriter or selected dealer. On and after the 181st day following the Effective Date, transfers to others may be made subject to compliance with or exemptions from applicable securities laws.

Representative Shares. Upon the closing of the Offering, the Company shall issue to the Representative 50,000 250,000 shares of Common Stock (the “Representative Shares”). Simultaneously with the Option Closing Date (if any), the Company shall issue to the Representative up to an additional 7,500 37,500 Representative Shares. The Representative has agreed not to transfer, assign or sell any such Representative Shares without prior consent of the Company until the completion of the initial Business Combination. In addition, the Representative has agreed (i) to waive its redemption rights (or right to participate in any tender offer) with respect to such shares in connection with the completion of the initial Business Combination and (ii) to waive its rights to liquidating distributions from the Trust Account with respect to such shares if the Company fails to complete the initial Business Combination within nine (9) 12 months from the closing of the Offering (or up to 18 months from the closing of the Offering at the election of if the Company pursuant to three elects two separate three-month extensions subject to satisfaction of certain conditions, including the deposit of up to $500,000 or $575,000 if the underwriters’ over-allotment option is exercised in full ($0.10 per unit in either case) for each three-month extension as described in the Registration Statement). The Representative will not sell, transfer, assign, pledge or hypothecate the Representative Shares, or cause the Representative Shares to be the subject of any hedging, short sale, derivative, put, or call transaction that would result in the effective economic disposition of the Representative Shares by any person, for a period of 180 days (pursuant to Rule 5110(e)(1) of the Conduct Rules of the Financial Industry Regulatory Authority (“FINRA”)) following the Effective Date to anyone other than (i) the Representative or an underwriter or selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Representative or of any such underwriter or selected dealer. On and after the 181st day following the Effective Date, transfers to others may be made subject to compliance with or exemptions from applicable securities laws.

Representative Shares. Upon the closing of the Offering, the Company shall issue to the Representative 50,000 ▇▇ ▇▇▇▇▇▇ LLC 750,000 shares of Common Stock registered Ordinary Shares (the “Representative Shares”). Simultaneously with the Option Closing Date (if any), the Company shall issue to the Representative up to an additional 7,500 112,500 Representative Shares. The Representative ▇▇ ▇▇▇▇▇▇ LLC has agreed not to transfer, assign or sell any such Representative Shares without prior consent of the Company until the completion of the initial Business Combination. In addition, the Representative ▇▇ ▇▇▇▇▇▇ LLC has agreed (i) to waive its redemption rights (or right to participate in any tender offer) with respect to such shares in connection with the completion of the initial Business Combination and (ii) to waive its rights to liquidating distributions from the Trust Account with respect to such shares if the Company fails to complete the initial Business Combination within nine (9) months from the closing of the Offering (or up to 18 months from the closing of the Offering at the election of the Company pursuant to three three-month extensions subject to satisfaction of certain conditions, including the deposit of up to $500,000 or $575,000 if the underwriters’ over-allotment option is exercised in full ($0.10 per unit in either case) for each three-month extension as described time frame provided in the Registration Statement)Prospectus. The Representative ▇▇ ▇▇▇▇▇▇ LLC will not sell, transfer, assign, pledge or hypothecate the Representative Shares, or cause the Representative Shares to be the subject of any hedging, short sale, derivative, put, or call transaction that would result in the effective economic disposition of the Representative Shares by any person, for a period of 180 days (pursuant to Rule 5110(e)(1) of the Conduct Rules of the Financial Industry Regulatory Authority (“FINRA”)) following the Effective Date to anyone other than (i) the Representative or an underwriter or selected dealer participating in connection with the Offering, or (ii) a bona fide officer or partner of the Representative or of any such underwriter or selected dealer. On and after the 181st day following the Effective Date, transfers to others may be made subject to compliance with or exemptions from applicable securities laws.

Representative Shares. Upon In addition to the Closing Underwriting Commission set forth in Section 1.3 above, upon the closing of the Offering, the Company shall issue to the Representative 50,000 25,000 shares of Common Stock registered Ordinary Shares (the “Representative Shares”). Simultaneously with the Option Closing Date (if any), the Company shall issue to the Representative up to an additional 7,500 3,750 shares of the Representative Shares. The Representative has agreed not to transfer, assign or sell any such Representative Shares without prior consent of the Company until the completion of the initial Business Combination. In addition, the Representative has agreed (i) to waive its redemption rights (or right to participate in any tender offer) with respect to such shares Representative Shares in connection with the completion of the initial Business Combination and (ii) to waive its rights to liquidating distributions from the Trust Account with respect to such shares the Representative Shares if the Company fails to complete the initial Business Combination within nine [eighteen (918) months from the closing of the Offering (or up to 18 24 months from the closing of the Offering at the election of if the Company pursuant to three three-month extensions subject to satisfaction of certain conditions, including the deposit of up to $500,000 or $575,000 if the underwriters’ over-allotment option is exercised in full ($0.10 per unit in either case) for each three-month extension extends such period as described in the Registration Statement)]. The Representative will not sell, transfer, assign, pledge or hypothecate the Representative Shares, or cause the Representative Shares to be the subject of any hedging, short sale, derivative, put, or call transaction that would result in the effective economic disposition of the Representative Shares by any person, for a period of 180 days (pursuant to Rule 5110(e)(1) of the Conduct Rules of the Financial Industry Regulatory Authority (“FINRA”)) following the Effective Date commencement of the sale of the Public Units to anyone other than (i) the Representative or an underwriter or selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Representative or of any such underwriter or selected dealer. On and after the 181st day following the Effective Datecommencement of the sale of the Public Units, transfers to others may be made subject to compliance with or exemptions from applicable securities laws.

Representative Shares. Upon the closing of the Offering, the Company shall issue to the Representative 50,000 60,000 shares of Common Stock registered Class A Ordinary Shares (the “Representative Shares”). Simultaneously with the Option Closing Date (if any), the Company shall issue to the Representative up to an additional 7,500 9,000 Representative Shares. The Representative has agreed not to transfer, assign or sell any such Representative Shares without prior consent of the Company until the completion of the initial Business Combination. In addition, the Representative has agreed (i) to waive its redemption rights (or right to participate in any tender offer) with respect to such shares in connection with the completion of the initial Business Combination and (ii) to waive its rights to liquidating distributions from the Trust Account with respect to such shares if the Company fails to complete the initial Business Combination within nine fifteen (915) months from the closing of the Offering (or 18 months or up to 18 21 months from the closing of the Offering at the election of the Company pursuant to three three-month extensions subject to satisfaction of certain conditions, including the deposit of up to $500,000 or $575,000 if the underwriters’ over-allotment option is exercised in full ($0.10 per unit in either case) for each three-month extension we extend such period as described in the Registration Statement). The Representative will not sell, transfer, assign, pledge or hypothecate the Representative Shares, or cause the Representative Shares to be the subject of any hedging, short sale, derivative, put, or call transaction that would result in the effective economic disposition of the Representative Shares by any person, for a period of 180 days (pursuant to Rule 5110(e)(1) of the Conduct Rules of the Financial Industry Regulatory Authority (“FINRA”)) following the Effective Date to anyone other than (i) the Representative or an underwriter or selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Representative or of any such underwriter or selected dealer. On and after the 181st day following the Effective Date, transfers to others may be made subject to compliance with or exemptions from applicable securities laws.

Representative Shares. Upon the closing of the Offering, the Company shall issue to the Representative 50,000 250,000 shares of Common Stock (the “Representative Shares”). Simultaneously with the Option Closing Date (if any), the Company shall issue to the Representative up to an additional 7,500 37,500 Representative Shares. The Representative has agreed not to transfer, assign or sell any such Representative Shares without prior consent of the Company until the completion of the initial Business Combination. In addition, the Representative has agreed (i) to waive its redemption rights (or right to participate in any tender offer) with respect to such shares in connection with the completion of the initial Business Combination and (ii) to waive its rights to liquidating distributions from the Trust Account with respect to such shares if the Company fails to complete the initial Business Combination within nine (9) 15 months from the closing of the Offering (or up to 18 21 months from the closing of the Offering at the election of if the Company pursuant to three elects two separate three-month extensions subject to satisfaction of certain conditions, including the deposit of up to $500,000 or $575,000 if the underwriters’ over-allotment option is exercised in full ($0.10 per unit in either case) for each three-month extension as described in the Registration Statement). The Representative will not sell, transfer, assign, pledge or hypothecate the Representative Shares, or cause the Representative Shares to be the subject of any hedging, short sale, derivative, put, or call transaction that would result in the effective economic disposition of the Representative Shares by any person, for a period of 180 days (pursuant to Rule 5110(e)(1) of the Conduct Rules of the Financial Industry Regulatory Authority (“FINRA”)) following the Effective Date to anyone other than (i) the Representative or an underwriter or selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Representative or of any such underwriter or selected dealer. On and after the 181st day following the Effective Date, transfers to others may be made subject to compliance with or exemptions from applicable securities laws.