Common use of Secondary Market Trading and Standard & Poor’s Clause in Contracts

Secondary Market Trading and Standard & Poor’s. If the Company does not maintain the listing of the Public Securities on NASDAQ or another national securities exchange, the Company will (i) apply to be included in Standard & Poor’s Daily News and Corporation Records Corporate Descriptions for a period of five years from the consummation of a Business Combination, (ii) take such commercially reasonable steps as may be necessary to obtain a secondary market trading exemption for the Company’s securities in the State of California and (iii) take such other action as may be reasonably requested by the Representative to obtain a secondary market trading exemption in such other states as may be requested by the Representative.

Secondary Market Trading and Standard & Poor’s. If Unless the Company does not maintain Securities are listed or quoted, as the listing of case may be, on the Public Securities on New York Stock Exchange, the American Stock Exchange or the NASDAQ or another national securities exchangeGlobal Market, the Company (a) will (i) apply to be included in Standard & Poor’s Daily News and Corporation Records Corporate Descriptions for a period of five years from the consummation of a Business Combination, (iib) shall take such commercially reasonable steps as may be necessary to obtain a secondary market trading exemption for the Company’s securities in the State of California and (iiic) shall also take such other action as may be reasonably requested by the Representative to obtain a secondary market trading exemption in such other states as may be requested by the Representative.

Secondary Market Trading and Standard & Poor’s. If the Company does not maintain the listing of the Public Securities on NASDAQ the AMEX or another national securities exchange, the Company will (i) apply to be included in Standard & Poor’s 's Daily News and Corporation Records Corporate Descriptions for a period of five years from the consummation of a Business Combination. Promptly after the consummation of the Offering, (ii) the Company shall take such commercially reasonable steps as may be necessary to obtain a secondary market trading exemption for the Company’s 's securities in the State of California and (iii) California. The Company shall also take such other action as may be reasonably requested by the Representative to obtain a secondary market trading exemption in such other states as may be requested by the Representative.

Secondary Market Trading and Standard & Poor’s. If the Company does not maintain the listing of the Public Securities on NASDAQ the AMEX or another national securities exchange, the Company will (i) apply to be included in Standard & Poor’s Daily News and Corporation Records Corporate Descriptions for a period of five years from the consummation of a Business Combination. Promptly after the consummation of the Offering, (ii) the Company shall take such commercially reasonable steps as may be necessary to obtain a secondary market trading exemption for the Company’s securities in the State of California and (iii) California. The Company shall also take such other action as may be reasonably requested by the Representative to obtain a secondary market trading exemption in such other states as may be requested by the Representative.

Secondary Market Trading and Standard & Poor’s. If Unless the Company does not maintain Securities are listed or quoted, as the listing of case may be, on the Public Securities on NASDAQ New York Stock Exchange, the American Stock Exchange or another national securities exchangethe Nasdaq National Market, the Company (a) will (i) apply to be included in Standard & Poor’s Daily News and Corporation Records Corporate Descriptions for a period of five years from the consummation of a Business Combination, (iib) shall take such commercially reasonable steps as may be necessary to obtain a secondary market trading exemption for the Company’s securities in the State of California and (iiic) shall also take such other action as may be reasonably requested by the Representative to obtain a secondary market trading exemption in such other states as may be requested by the Representative.

Secondary Market Trading and Standard & Poor’s. If the Company does not maintain the listing of the Public Securities on NASDAQ or another national securities exchange, the Company will (i) apply to be included in Standard & Poor’s Daily News and Corporation Records Corporate Descriptions for a period of five years from the consummation of a Business Combination. Promptly after the consummation of the Offering, (ii) the Company shall take such commercially reasonable steps as may be necessary to obtain a secondary market trading exemption for the Company’s securities in the State of California and (iii) California. The Company shall also take such other action as may be reasonably requested by the Representative to obtain a secondary market trading exemption in such other states as may be requested by the Representative.

Secondary Market Trading and Standard & Poor’s. If the Company does not maintain the listing of the Public Securities on NASDAQ the AMEX or another national securities exchange, the Company will (i) apply to be included in Standard & Poor’s Daily News and Corporation Records Corporate Descriptions for a period of five years from the consummation of a Business Combination. Promptly after the consummation of the Offering, (ii) the Company shall take such commercially reasonable steps as may be necessary to obtain a secondary market trading exemption for the Company’s securities in the State of California and (iii) California. The Company shall also take such other action as may be reasonably requested by the Representative to obtain a secondary market trading exemption in such other states as may be requested by the Representative.

Secondary Market Trading and Standard & Poor’s. If the Company does not maintain the listing of the Public Securities on NASDAQ the New York Stock Exchange, NASDAQ, NYSE MKT, or another national securities exchange, the Company will (i) apply to be included in Standard & Poor’s Daily News and Corporation Records Corporate Descriptions for a period of five years from the consummation of a Business Combination, (ii) take such commercially reasonable steps as may be necessary to obtain a secondary market trading exemption for the Company’s securities in the State of California and (iii) take such other action as may be reasonably requested by the Representative to obtain a secondary market trading exemption in such other states as may be requested by the Representative.

Secondary Market Trading and Standard & Poor’s. If In the Company does not maintain the listing of event the Public Securities are not listed on NASDAQ the New York Stock Exchange or another national securities exchange, AMEX or quoted on Nasdaq’s National Market System (the “NMS”): (a) the Company will (i) apply to be included in Standard & and Poor’s Daily News and Corporation Records Corporate Descriptions for a period of five years from the consummation of a Business Combination, (iib) the Company shall take such commercially reasonable steps as may be necessary to obtain a secondary market trading exemption for the Company’s securities in the State of California and (iiic) the Company shall also take such other action as may be reasonably requested by the Representative Representatives to obtain a secondary market trading exemption in such other states as may be requested by the RepresentativeRepresentatives.

Secondary Market Trading and Standard & Poor’s. If Unless the Company does not maintain Securities are listed or quoted, as the listing of case may be, on the Public Securities on New York Stock Exchange, the American Stock Exchange or the NASDAQ or another national securities exchangeGlobal Market, the Company (a) will (i) apply to be included in Standard & Poor’s 's Daily News and Corporation Records Corporate Descriptions for a period of five years from the consummation of a Business Combination, (iib) shall take such commercially reasonable steps as may be necessary to obtain a secondary market trading exemption for the Company’s 's securities in the State of California and (iiic) shall also take such other action as may be reasonably requested by the Representative to obtain a secondary market trading exemption in such other states as may be requested by the Representative.

Secondary Market Trading and Standard & Poor’s. If In the Company does not maintain the listing of event the Public Securities are not listed on NASDAQ the New York Stock Exchange or another national securities exchange, AMEX or quoted on the Nasdaq National Market: (a) the Company will (i) apply to be included in Standard & and Poor’s Daily News and Corporation Records Corporate Descriptions for a period of five years from the consummation of a Business Combination, (iib) the Company shall take such commercially reasonable steps as may be necessary to obtain a secondary market trading exemption for the Company’s securities in the State of California and (iiic) the Company shall also take such other action as may be reasonably requested by the Representative to obtain a secondary market trading exemption in such other states as may be requested by the Representative.

Secondary Market Trading and Standard & Poor’s. If In the Company does not maintain the listing of event the Public Securities are not listed on NASDAQ the New York Stock Exchange or another national securities exchangeAMEX or quoted on the Nasdaq National Market, (a) the Company will (i) apply to be included in Standard & and Poor’s 's Daily News and Corporation Records Corporate Descriptions for a period of five years from the consummation of a Business Combination, (iib) the Company shall take such commercially reasonable steps as may be necessary to obtain a secondary market trading exemption for the Company’s 's securities in the State of California and (iiic) the Company shall also take such other action as may be reasonably requested by the Representative to obtain a secondary market trading exemption in such other states as may be requested by the Representative.