Common use of Representative’s Ordinary Shares Clause in Contracts

Representative’s Ordinary Shares. Upon the Closing of the Offering, the Company shall issue to the Representative or its designees 200,000 Ordinary Shares, or up to 230,000 Ordinary Shares upon full exercise of the Over-allotment Option (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 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 the period of time as provided in its amended and restated memorandum and articles of association. The Representative Shares will not be sold, transferred, assigned, pledged or hypothecated or 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 from the Effective Date to anyone other than as permitted in accordance with FINRA Rule 5110(e)(2). 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. The certificates for the Representative Shares shall contain legends to reflect the above FINRA and contractual transfer restrictions. The holders of the Representative Shares shall have registration rights as provided for in the Registration Rights Agreement (as defined in Section 2.21.4).

Representative’s Ordinary Shares. Upon the Closing of the Offering, the Company shall issue to the Representative or its designees 200,000 900,000 Ordinary Shares, or up to 230,000 1,035,000 Ordinary Shares upon full exercise of the Over-allotment Option (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 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 the period of time as provided in its amended and restated memorandum and articles of association. The Representative Shares will not sell, transfer, assign, pledge or hypothecate the Representative Shares, or cause the Representative Shares to be sold, transferred, assigned, pledged or hypothecated or 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 from (pursuant to Rule 5110(e)(1) of the Conduct Rules of FINRA) following the Effective Date to anyone other than as permitted (i) the Representative or an underwriter or selected dealer in accordance connection with FINRA Rule 5110(e)(2)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. The certificates for the Representative Shares shall contain legends to reflect the above FINRA and contractual transfer restrictions. The holders of the Representative Shares shall have registration rights as provided for in the Registration Rights Agreement (as defined in Section 2.21.4).