Common use of Representatives Warrants Clause in Contracts

Representatives Warrants. As additional consideration, the Company hereby agrees to issue and sell to I-Bankers (and/or its designees) on the Closing Date or Option Closing Date, as applicable, a warrant (the “Representative’s Warrant”) for the purchase of 8.0% of the shares of Common Stock contained in the Units sold in the Offering (excluding any shares of Common Stock underlying the Warrants and the Rights contained in the Units) (the “Representative’s Warrant Shares”). The Representative’s Warrants shall be exercisable, in whole or in part, commencing the later of (i) the closing of the Business Combination, or (ii) one-year from the Effective Date, and expiring five (5) years from the Effective Date, for cash or on a cashless basis, at an initial exercise price of $12.00 per Representative’s Warrant Share, which is equal to 120% of the initial public offering price of a Unit. The Representative’s Warrants, the Representative’s Warrant Shares and the Representative’s Shares (defined below) are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Warrants during the first six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Warrants.

Representatives Warrants. As additional consideration, the The Company hereby agrees to issue and sell to I-Bankers the Representative (and/or its designees) on the Closing Date or Date, Warrants to purchase [______] shares of Common Stock (the “Firm Representative’s Warrants”) and, on each Option Closing Date, as applicableWarrants to purchase a number of shares of Common Stock up to an aggregate of 8% of the number of Option Shares purchased at such Option Closing Date (the “Option Representative’s Warrants” and, a warrant (together with the Closing Representative’s Warrants, the “Representative’s Warrant”) for the purchase of 8.0% of the shares of Common Stock contained in the Units sold in the Offering (excluding any shares of Common Stock underlying the Warrants and the Rights contained in the Units) (the “Representative’s Warrant SharesWarrants”). The Representative’s Warrants shall be exercisable, in whole or in part, commencing the later of (i) the closing of the Business Combination, or (ii) one-year 180 days from the Effective Date, Date and expiring five (5) years from on the three-year anniversary of the Effective Date, for cash or on a cashless basis, Date at an initial exercise price of $12.00 [_____] per Representative’s Warrant Shareshares of Common Stock, which is equal to 120% one hundred and ten percent (110%) of the initial public offering Offering price of a UnitShare. The Representative’s Warrants, Warrants and the shares of Common Stock issuable upon exercise of the Representative’s Warrant Shares and the Representative’s Shares (defined below) Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Warrants during the first six (6) months after the Effective Date, as set forth in Section 3 form of the Representative’s WarrantsWarrant is attached hereto as Annex V hereto.

Representatives Warrants. As additional consideration, the Company hereby agrees to issue and sell to I-Bankers (and/or its designees) on the Closing Date or Option Closing Date, as applicable, a warrant (the “Representative’s Warrant”) for the purchase of 8.05.0% of the shares of Common Stock contained in the Units sold in the Offering (excluding any shares of Common Stock underlying the Warrants and the Rights contained in the Units) (the “Representative’s Warrant Shares”). The Representative’s Warrants shall be exercisable, in whole or in part, commencing the later of (i) the closing of the Business Combination, or (ii) one-one year from the Effective Date, and expiring five (5) years from the Effective Date, for cash or on a cashless basis, at an initial exercise price of $12.00 per Representative’s Warrant Share, which is equal to 120% of the initial public offering price of a Unit. The Representative’s Warrants, the Representative’s Warrant Shares and the Representative’s Shares (defined below) are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Warrants during the first six (6) months 180 days after the Effective Date, as set forth in Section 3 of the Representative’s Warrants.

Representatives Warrants. As additional consideration, the Company hereby agrees to issue and sell to I-Bankers (and/or its designees) on the Closing Date or Option Closing Date, as applicable, a warrant (the “Representative’s Warrant”) for the purchase of 8.05.0% of the shares of Common Stock Ordinary Shares contained in the Units sold in the Offering (excluding any shares of Common Stock Ordinary Shares underlying the Warrants and the Rights contained in the Units) (the “Representative’s Warrant Shares”). The Representative’s Warrants shall be exercisable, in whole or in part, commencing the later of (i) the closing of the Business Combination, or (ii) one-year from the Effective Date, and expiring five (5) years from the Effective Date, for cash or on a cashless basis, at an initial exercise price of $12.00 per Representative’s Warrant Share, which is equal to 120% of the initial public offering price of a Unit. The Representative’s Warrants, the Representative’s Warrant Shares and the Representative’s Shares (defined below) are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Warrants during the first six (6) months after 360 days following the Effective Date, as set forth in Section 3 of the Representative’s Warrants.

Representatives Warrants. As additional consideration, the The Company hereby agrees to issue and sell to I-Bankers the Representative (and/or its designees) on the Closing Date or Option applicable Closing Date, as applicablefor a nominal consideration of US$0.01 per warrant, a warrant substantially in the form of Exhibit A attached hereto, to purchase such number of Shares equal to five percent (5%) of the Offered Securities sold by the Company (the “Representative’s WarrantWarrants”) for the purchase of 8.0% ), including any shares issued upon exercise of the shares of Common Stock contained in the Units sold in the Offering (excluding any shares of Common Stock underlying the Warrants and the Rights contained in the Units) (the “Representative’s Warrant Shares”)underwriters’ over-allotment option. The Representative’s Warrants shall be exercisableexercisable on a cash or cashless basis, in whole or in part, commencing anytime beginning 180 days after the later of (i) the closing commencement of the Business Combinationsale of the Firm Shares pursuant to FINRA Rule 5110(e) and expiring on the fifth year anniversary of the commencement of sales of the Firm Shares at an initial exercise price of $[●] per Ordinary Share, which is equal to one hundred and twenty percent (120%) of the initial public offering price per Firm Share. During such time as the Representative’s Warrants are outstanding, the Company will agree not to merge, reorganize, or (ii) onetake any action which would terminate the Representative’s Warrants without first making adequate provisions for the Representative’s Warrants. The Representative’s Warrants also provide unlimited “Piggy-year from the Effective Date, and expiring Back” registration rights for a period of five (5) years from the Effective Date, for cash or on a cashless basis, at an initial exercise price of $12.00 per Representative’s Warrant Share, which is equal to 120% commencement of the initial public offering price sales of a Unitthe Firm Shares. The Representative’s WarrantsFirm Shares, the Representative’s Warrant Shares Additional Shares, and the Representative’s Shares (defined below) are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Underwriters’ Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Warrants during the first six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Warrants.”

Representatives Warrants. As additional consideration, the Company hereby agrees to issue and sell to I-Bankers the Representative (and/or its their respective designees) on the Closing Effective Date or Option Closing Date, as applicable, a warrant warrants (the “Representative’s Warrant's Warrants”) for the purchase of 8.0% of the that many shares of Common Stock contained in equal to 5% of the Units Common Stock sold in the Offering (excluding any shares for an aggregate purchase price of Common Stock underlying the Warrants and the Rights contained in the Units) (the “Representative’s Warrant Shares”)$100.00. The Representative’s 's Warrants shall be exercisable, in whole or in part, commencing on the later of (i) the closing of the Business Combination, or (ii) one-year date that is six months from the Effective Date, Date and expiring five (5) years from on the five-year anniversary of the Effective Date, for cash or on a cashless basis, Date at an initial exercise price per unit of $12.00 per Representative’s Warrant Share[—], which is equal to 120% one hundred and ten percent (110%) of the initial public offering price of a UnitShare. The Representative’s WarrantsWarrant shall allow for cashless exercise and provide for one demand registration right at the Company’s expense, one demand registration right at the Representative’s expense and for unlimited “piggyback” registration rights at the Company’s expense with respect to the underlying shares of common stock. Pursuant to the rules of the Financial Industry Regulatory Authority, Inc., (“FINRA”), and in particular FINRA Rule 5110, the Representative’s Warrants (and underlying shares) may 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 disposition of the securities by any person for a period of 180 days immediately following the date of delivery and payment for the shares offered provided, however, the Representative’s Warrant Shares (and underlying shares) may be transferred to officers or directors of the Representative and members of the underwriting syndicate and their affiliates as long as the Representative’s Shares Warrants (defined belowand underlying shares) remain subject to such lock-up. The Representative's Warrants and the Common Stock issuable upon exercise of the Representative’s Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Warrants during the first six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Warrants.”

Representatives Warrants. As additional consideration, the Company hereby agrees to issue and sell to I-Bankers (and/or its designees) on the Closing Date or Option Closing Date, as applicable, a warrant (the “Representative’s Warrant”) for the purchase of 8.05.0% of the shares of Common Stock contained in the Units sold in the Offering (excluding any shares of Common Stock underlying the Warrants and the Rights contained in the Units) (the “Representative’s Warrant Shares”). The Representative’s Warrants shall be exercisable, in whole or in part, commencing the later of (i) the closing of the Business Combination, or (ii) one-year from the Effective Date, and expiring five (5) years from the Effective Date, for cash or on a cashless basis, at an initial exercise price of $12.00 per Representative’s Warrant Share, which is equal to 120% of the initial public offering price of a Unit. The Representative’s Warrants, the Representative’s Warrant Shares and the Representative’s Shares (defined below) are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Warrants during the first six (6) months 360 days after the Effective Date, as set forth in Section 3 of the Representative’s Warrants.

Representatives Warrants. As additional consideration, the Company hereby agrees to issue and sell to I-Bankers (and/or its designees) on the Closing Date or Option Closing Date, as applicable, a warrant (the “Representative’s Warrant”) for the purchase of 8.05.0% of the shares of Common Stock contained in the Units sold in the Offering (excluding any shares of Common Stock underlying the Warrants and the Rights contained in the Units) (the “Representative’s Warrant Shares”). The Representative’s Warrants shall be exercisable, in whole or in part, commencing the later of (i) the closing of the Business Combination, or (ii) one-year from the Effective Date, and expiring five (5) years from the Effective Date, for cash or on a cashless basis, at an initial exercise price of $12.00 per Representative’s Warrant Share, which is equal to 120% of the initial public offering price of a Unit. The Representative’s Warrants, the Representative’s Warrant Shares and the Representative’s Shares (defined below) are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Warrants during the first six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Warrants.

Representatives Warrants. As additional consideration, the The Company hereby agrees to issue and sell to I-Bankers the Representative (and/or its designees) on the Closing Date or Date, Warrants to purchase [______] shares of Common Stock (the “Firm Representative’s Warrants”) and, on each Option Closing Date, as applicableWarrants to purchase a number of shares of Common Stock up to an aggregate of 5% of the number of shares of Common Stock issued to investors at such Option Closing Date (the “Option Representative’s Warrants” and, a warrant (together with the Closing Representative’s Warrants, the “Representative’s Warrant”) for the purchase of 8.0% of the shares of Common Stock contained in the Units sold in the Offering (excluding any shares of Common Stock underlying the Warrants and the Rights contained in the Units) (the “Representative’s Warrant SharesWarrants”). The Representative’s Warrants shall be exercisable, in whole or in part, commencing the later of (i) the closing of the Business Combination, or (ii) one-year 180 days from the Effective Date, Date and expiring five (5) years from on the five-year anniversary of the Effective Date, for cash or on a cashless basis, Date at an initial exercise price of $12.00 [_____] per Representative’s Warrant Shareshares of Common Stock, which is equal to 120% one hundred and fifteen percent (115%) of the initial public offering Offering price of a UnitShare. The Representative’s Warrants, Warrants and the shares of Common Stock issuable upon exercise of the Representative’s Warrant Shares and the Representative’s Shares (defined below) Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Warrants during the first six (6) months after the Effective Date, as set forth in Section 3 form of the Representative’s WarrantsWarrant is attached hereto as Annex V hereto.

Representatives Warrants. As additional consideration, the The Company hereby agrees to issue and sell to I-Bankers the Representative (and/or its designees) on the Closing Date or Date, Warrants to purchase [______] shares of Common Stock (the “Firm Representative’s Warrants”) and, on each Option Closing Date, as applicableWarrants to purchase a number of shares of Common Stock up to an aggregate of 4% of the number of shares of Common Stock issued to investors at such Option Closing Date (the “Option Representative’s Warrants” and, a warrant (together with the Closing Representative’s Warrants, the “Representative’s Warrant”) for the purchase of 8.0% of the shares of Common Stock contained in the Units sold in the Offering (excluding any shares of Common Stock underlying the Warrants and the Rights contained in the Units) (the “Representative’s Warrant SharesWarrants”). The Representative’s Warrants shall be exercisable, in whole or in part, commencing the later of (i) the closing of the Business Combination, or (ii) one-year 180 days from the Effective Date, Date and expiring five (5) years from on the five-year anniversary of the Effective Date, for cash or on a cashless basis, Date at an initial exercise price of $12.00 [_____] per Representative’s Warrant Shareshares of Common Stock, which is equal to 120% one hundred and fifteen percent (110%) of the initial public offering Offering price of a UnitShare. The Representative’s Warrants, Warrants and the shares of Common Stock issuable upon exercise of the Representative’s Warrant Shares and the Representative’s Shares (defined below) Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Warrants during the first six (6) months after the Effective Date, as set forth in Section 3 form of the Representative’s WarrantsWarrant is attached hereto as Annex III hereto.