Common use of Subscription Agreements Clause in Contracts

Subscription Agreements. The Insiders and the purchasers of the EBC Warrants have each executed and delivered a subscription agreement, the form of which is annexed as an exhibit to the Registration Statement (individually a “Subscription Agreement” and collectively, the “Subscription Agreements”), pursuant to which the Insiders have agreed, among other things, to purchase on the Closing Date an aggregate of 4,400,000 Sponsor Warrants (or 4,820,000 Sponsor Warrants if the Over-allotment Option is exercised in full) in the Private Placement. Pursuant to the Subscription Agreements, the Insiders and the purchasers of the EBC Warrants have waived any and all rights and claims they may have to any proceeds, and any interest thereon, held in the Trust Account in respect of the Sponsor Warrants and EBC Warrants in the event that a Business Combination is not consummated and the Trust Account is liquidated in accordance with the terms of the Trust Agreement. The Sponsor Warrants and EBC Warrants have been duly authorized and, when issued and paid for in accordance with the Subscription Agreements, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the Sponsor Warrants and EBC Warrants are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company; and all corporate action required to be taken for the authorization, issuance and sale of the Sponsor Warrants and EBC Warrants has been duly and validly taken. EarlyBirdCapital, Inc. ____________, 2012

Subscription Agreements. The Insiders and the purchasers of the EBC Warrants have each executed and delivered a subscription agreementagreements, the form of which is annexed as an exhibit to the Registration Statement (individually a “Subscription Agreement” and collectively, the “Subscription Agreements”), pursuant to which the Insiders have agreed, among other things, to purchase on the Closing Date an aggregate of 4,400,000 Sponsor 4,800,000 Insider Warrants (or 4,820,000 Sponsor Warrants if the Over-allotment Option is exercised in full) in the Private Placement. Pursuant to the Subscription Agreements, the Insiders and the purchasers of the EBC Warrants have waived any and all rights and claims they may have to any proceeds, and any interest thereon, held in the Trust Account in respect of the Sponsor Warrants and EBC Insider Warrants in the event that a Business Combination is not consummated and the Trust Account is liquidated in accordance with the terms of the Trust Agreement. The Sponsor Warrants and EBC Insider Warrants have been duly authorized and, when issued and paid for in accordance with the Subscription Agreements, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the Sponsor Warrants and EBC Insider Warrants are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company; and all corporate action required to be taken for the authorization, issuance and sale of the Sponsor Warrants and EBC Insider Warrants has been duly and validly taken. EarlyBirdCapital, Inc. ____________, 2012.

Subscription Agreements. The Insiders and the purchasers of the EBC Warrants Representative have each executed and delivered a subscription agreementagreements, the form of which is annexed as an exhibit to the Registration Statement (individually a “Subscription Agreement” and collectively, the “Subscription Agreements”), pursuant to which such affiliate and the Insiders Representative have agreed, among other things, to purchase on the Closing Date an aggregate of 4,400,000 Sponsor Warrants (or 4,820,000 Sponsor Warrants if the Over-allotment Option is exercised in full) 265,000 and 45,000 Private Units, respectively, in the Private Placement. Pursuant to the Subscription Agreements, the Insiders and each of the purchasers of the EBC Warrants have has waived any and all rights and claims they may have to any proceeds, and any interest thereon, held in the Trust Account in respect of the Sponsor Warrants and EBC Warrants Ordinary Shares included in the Private Units in the event that a Business Combination is not consummated and the Trust Account is liquidated in accordance with the terms of the Trust Agreement. The Sponsor Warrants Private Units and EBC Warrants underlying securities have been duly authorized and, when issued and paid for in accordance with the Subscription Agreements, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the Sponsor Private Units and the Ordinary Shares and Private Rights and Private Warrants included in the Private Units and EBC the Ordinary Shares issuable with respect to the Private Rights and upon the exercise of the Private Warrants are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company; and all corporate action required to be taken for the authorization, issuance and sale of the Sponsor Warrants Private Units and EBC Warrants underlying securities has been duly and validly taken. EarlyBirdCapital, Inc. ____________, 2012.

Subscription Agreements. The Insiders and the purchasers of the EBC Warrants Insider Investors have each executed and delivered a subscription agreementagreements, the form of which is annexed as an exhibit to the Registration Statement (individually a “Subscription Agreement” and collectively, the “Subscription Agreements”), pursuant to which the Insiders Insider Investors have agreed, among other things, to purchase on the Closing Date an aggregate of 4,400,000 Sponsor 1,500,000 Insider Warrants (or 4,820,000 Sponsor Warrants if the Over-allotment Option is exercised in full) in the Private PlacementPlacements. Pursuant to the Subscription Agreements, the Insiders and the purchasers of the EBC Warrants Insider Investors have waived any and all rights and claims they may have to any proceeds, and any interest thereon, held in the Trust Account in respect of the Sponsor Warrants Insider Securities, the EBC Securities and EBC Warrants the Third Party Securities in the event that a Business Combination is not consummated and the Trust Account is liquidated in accordance with the terms of the Trust Agreement. The Sponsor Warrants Insider Securities, the EBC Securities and EBC Warrants the Third Party Securities have been duly authorized and, when issued and paid for in accordance with the Subscription Agreements, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the Sponsor Warrants Insider Securities, the EBC Securities and EBC Warrants the Third Party Securities are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company; and all corporate action required to be taken for the authorization, issuance and sale of the Sponsor Warrants Insider Securities, the EBC Securities and EBC Warrants the Third Party Securities has been duly and validly taken. EarlyBirdCapital, Inc. ____________, 20122011

Subscription Agreements. The Insiders Insider Investors and the purchasers of the EBC Warrants Investors have each executed and delivered a subscription agreementagreements, the form of which is annexed as an exhibit to the Registration Statement (individually a “Subscription Agreement” and collectively, the “Subscription Agreements”), pursuant to which the Insiders Insider Investors and EBC Investors have agreed, among other things, to purchase on the Closing Date an aggregate of 4,400,000 Sponsor 1,500,000 Insider Warrants (or 4,820,000 Sponsor Warrants if the Over-allotment Option is exercised in full) and 1,142,857 EBC Warrants, respectively, in the Private PlacementPlacements. Pursuant to the Subscription Agreements, the Insiders Insider Investors and the purchasers of the EBC Warrants Investors have waived any and all rights and claims they may have to any proceeds, and any interest thereon, held in the Trust Account in respect of the Sponsor Warrants Insider Securities and EBC Warrants Securities in the event that a Business Combination is not consummated and the Trust Account is liquidated in accordance with the terms of the Trust Agreement. The Sponsor Warrants Insider Securities and EBC Warrants Securities have been duly authorized and, when issued and paid for in accordance with the Subscription Agreements, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the Sponsor Warrants Insider Securities and EBC Warrants Securities are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company; and all corporate action required to be taken for the authorization, issuance and sale of the Sponsor Warrants Insider Securities and EBC Warrants Securities has been duly and validly taken. EarlyBirdCapital, Inc. ____________, 20122010

Subscription Agreements. The Insiders and the purchasers of the EBC Warrants have each executed and delivered a subscription agreement, the form of which is annexed as an exhibit to the Registration Statement (individually a “Subscription Agreement” and collectively, the “Subscription Agreements”), pursuant to which the Insiders have agreed, among other things, to purchase on the Closing Date an aggregate of 4,400,000 Sponsor Warrants (or 4,820,000 Sponsor Warrants if the Over-allotment Option is exercised in full) in the Private Placement. Pursuant to the Subscription Agreements, the Insiders and the purchasers of the EBC Warrants have waived any and all rights and claims they may have to any proceeds, and any interest thereon, held in the Trust Account in respect of the Sponsor Warrants and EBC Warrants in the event that a Business Combination is not consummated and the Trust Account is liquidated in accordance with the terms of the Trust Agreement. The Sponsor Warrants and EBC Warrants have been duly authorized and, when issued and paid for in accordance with the Subscription Agreements, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the Sponsor Warrants and EBC Warrants are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company; and all corporate action required to be taken for the authorization, issuance and sale of the Sponsor Warrants and EBC Warrants has been duly and validly taken. EarlyBirdCapital, Inc. ____________July 19, 20122012 Page 18 of 45

Subscription Agreements. The Insiders and the purchasers of the EBC Warrants have each executed and delivered a subscription agreement, the form of which is annexed as an exhibit to the Registration Statement (individually a “Subscription Agreement” and collectively, the “Subscription Agreements”), pursuant to which the Insiders have agreed, among other things, to purchase on the Closing Date an aggregate of 4,400,000 3,700,000 Sponsor Warrants (or 4,820,000 Sponsor Warrants if the Over-allotment Option is exercised in full) in the Private Placement. Pursuant to the Subscription Agreements, the Insiders and the purchasers of the EBC Warrants have waived any and all rights and claims they may have to any proceeds, and any interest thereon, held in the Trust Account in respect of the Sponsor Warrants and EBC Warrants in the event that a Business Combination is not consummated and the Trust Account is liquidated in accordance with the terms of the Trust Agreement. The Sponsor Warrants and EBC Warrants have been duly authorized and, when issued and paid for in accordance with the Subscription Agreements, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the Sponsor Warrants and EBC Warrants are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company; and all corporate action required to be taken for the authorization, issuance and sale of the Sponsor Warrants and EBC Warrants has been duly and validly taken. EarlyBirdCapital, Inc. ____________, 20122012 2.25.3. Intentionally Omitted.

Subscription Agreements. The Insiders and the purchasers of the EBC Warrants Warrant Purchasers have each executed and delivered a subscription agreementagreements, the form of which is annexed as an exhibit to the Registration Statement (individually a “Subscription Agreement” and collectively, the “Subscription Agreements”), pursuant to which the Insiders and EBC Warrant Purchasers have agreed, among other things, to purchase on the Closing Date an aggregate of 4,400,000 Sponsor 3,800,000 Insider Warrants (or 4,820,000 Sponsor Warrants if the Over-allotment Option is exercised in full) and 1,000,000 EBC Warrants, respectively, in the Private Placement. Pursuant to the Subscription Agreements, the Insiders and the purchasers of the EBC Warrants Warrant Purchasers have waived any and all rights and claims they may have to any proceeds, and any interest thereon, held in the Trust Account in respect of the Sponsor Insider Warrants and EBC Warrants in the event that a Business Combination is not consummated and the Trust Account is liquidated in accordance with the terms of the Trust Agreement. The Sponsor Insider Warrants and EBC Warrants have been duly authorized and, when issued and paid for in accordance with the Subscription Agreements, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the Sponsor Insider Warrants and EBC Warrants are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company; and all corporate action required to be taken for the authorization, issuance and sale of the Sponsor Insider Warrants and EBC Warrants has been duly and validly taken. EarlyBirdCapital, Inc. ____________, 2012.

Subscription Agreements. The Insiders and the purchasers of the EBC Warrants Warrant Purchasers have each executed and delivered a subscription agreementagreements, the form of which is annexed as an exhibit to the Registration Statement (individually a “Subscription Agreement” and collectively, the “Subscription Agreements”), pursuant to which the Insiders and EBC Warrant Purchasers have agreed, among other things, to purchase on the Closing Date an aggregate of 4,400,000 Sponsor 4,800,000 Insider Warrants (or 4,820,000 Sponsor Warrants if the Over-allotment Option is exercised in full) and 1,000,000 EBC Warrants, respectively, in the Private Placement. Pursuant to the Subscription Agreements, the Insiders and the purchasers of the EBC Warrants Warrant Purchasers have waived any and all rights and claims they may have to any proceeds, and any interest thereon, held in the Trust Account in respect of the Sponsor Insider Warrants and EBC Warrants in the event that a Business Combination is not consummated and the Trust Account is liquidated in accordance with the terms of the Trust Agreement. The Sponsor Insider Warrants and EBC Warrants have been duly authorized and, when issued and paid for in accordance with the Subscription Agreements, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the Sponsor Insider Warrants and EBC Warrants are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company; and all corporate action required to be taken for the authorization, issuance and sale of the Sponsor Insider Warrants and EBC Warrants has been duly and validly taken. EarlyBirdCapital, Inc. ____________, 2012.