Use of Funds in Trust Account. During the period prior to the Company’s initial Business Combination or Liquidation, the Company may instruct the Trustee to release from the Trust Account, (i) solely from interest income earned on the funds held in the Trust Account, the amounts necessary to pay taxes, if any, and (ii) to pay Public Shareholders who properly redeem their Public Shares (as defined below) in connection with a shareholder vote to approve an amendment to the Company’s Amended and Restated Memorandum and Articles of Association (x) to modify the substance or timing of the Company’s obligation to allow redemption in connection with its initial Business Combination or to redeem 100% of the outstanding Public Shares if the Company does not consummate an initial Business Combination within 15 months (or up to within 21 months if the Company extends the period of time to consummate our initial business combination in accordance with the terms described in the Pricing Disclosure Package and the Prospectus) from the closing of the Offering or (y) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity. Otherwise, all funds held in the Trust Account (including any interest income earned on the amounts held in the Trust Account (net of taxes payable thereon in accordance with the preceding sentence)) will remain in the Trust Account until the earlier of the consummation of the Company’s initial Business Combination and the Liquidation; provided, however, that in the event of the Liquidation, up to $100,000 of interest income may be released to the Company if the proceeds of the Offering held by the Company outside of the Trust Account are not sufficient to cover the costs and expenses associated with implementing the Company’s plan of dissolution.
Appears in 2 contracts
Samples: Underwriting Agreement (Patria Latin American Opportunity Acquisition Corp.), Underwriting Agreement (Patria Latin American Opportunity Acquisition Corp.)
Use of Funds in Trust Account. During the period prior to the Company’s initial Business Combination or Liquidation, the Company may instruct the Trustee to release from the Trust Account, (i) solely from interest income earned on the funds held in the Trust Account, the amounts necessary to pay taxes, if any, and (ii) to pay Public Shareholders who properly redeem their Public Shares (as defined below) in connection with a shareholder vote to approve an amendment to the Company’s Amended and Restated Memorandum and Articles of Association (x) to modify the substance or timing of the Company’s obligation to allow redemption in connection with its initial Business Combination or to redeem 100% of the outstanding Public Shares if the Company does not consummate an initial Business Combination within 15 18 months (or up to within 21 24 months if the Company extends the period of time to consummate our initial business combination in accordance with the terms described in the Pricing Disclosure Package and the Prospectus) from the closing of the Offering or (y) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity. Otherwise, all funds held in the Trust Account (including any interest income earned on the amounts held in the Trust Account (net of taxes payable thereon in accordance with the preceding sentence)) will remain in the Trust Account until the earlier of the consummation of the Company’s initial Business Combination and the Liquidation; provided, however, that in the event of the Liquidation, up to $100,000 of interest income may be released to the Company if the proceeds of the Offering held by the Company outside of the Trust Account are not sufficient to cover the costs and expenses associated with implementing the Company’s plan of dissolution.
Appears in 2 contracts
Samples: Underwriting Agreement (Patria Latin American Opportunity Acquisition Corp.), Underwriting Agreement (Patria Latin American Opportunity Acquisition Corp.)
Use of Funds in Trust Account. During the period prior to the Company’s initial Business Combination or Liquidation, the Company may instruct the Trustee to release from the Trust Account, (i) solely from interest income earned on the funds held in the Trust Account, the amounts necessary to pay taxes, if any, and (ii) to pay Public Shareholders who properly redeem their Public Shares (as defined below) in connection with a shareholder vote to approve an amendment to the Company’s Amended and Restated Memorandum and Articles of Association (x) to modify the substance or timing of the Company’s obligation to allow redemption in connection with its initial Business Combination or to redeem 100% of the outstanding Public Shares if the Company does not consummate an initial Business Combination within 15 18 months (or up to within 21 months if the Company extends the period of time to consummate our initial business combination in accordance with the terms described in the Pricing Disclosure Package and the Prospectus) from the closing of the Offering (or 21 months from the closing of the Offering if the Company has executed a letter of intent, agreement in principle or definitive agreement for the Company’s initial Business Combination within 18 months from the closing of the Offering but the Company has not completed an initial Business Combination within such 18-month period) or (y) with respect to any other provision relating to shareholders’ which adversely affects the rights or pre-initial Business Combination activityof Public Shareholders. Otherwise, all funds held in the Trust Account (including any interest income earned on the amounts held in the Trust Account (net of taxes payable thereon in accordance with the preceding sentence)) will remain in the Trust Account until the earlier of the consummation of the Company’s initial Business Combination and the Liquidation; provided, however, that in the event of the Liquidation, up to $100,000 of interest income may be released to the Company if the proceeds of the Offering held by the Company outside of the Trust Account are not sufficient to cover the costs and expenses associated with implementing the Company’s plan of dissolution.
Appears in 2 contracts
Samples: Underwriting Agreement (Project Energy Reimagined Acquisition Corp.), Underwriting Agreement (Project Energy Reimagined Acquisition Corp.)
Use of Funds in Trust Account. During the period prior to the Company’s initial Business Combination or Liquidation, the Company may instruct the Trustee to release from the Trust Account, (i) solely from interest income earned on the funds held in the Trust Account, the amounts necessary to pay taxes, if any, and (ii) to pay Public Shareholders Stockholders who properly redeem their Public Shares (as defined below) in connection with a shareholder stockholder vote to approve an amendment to the Company’s Amended and Restated Memorandum and Articles Certificate of Association Incorporation (x) to modify the substance or timing of the Company’s obligation to allow redemption in connection with its initial Business Combination or to redeem 100% of the outstanding Public Shares if the Company does has not consummate consummated an initial Business Combination within 15 18 months (or up to within 21 months if the Company extends the period of time to consummate our initial business combination in accordance with the terms described in the Pricing Disclosure Package and the Prospectus) from the closing of the Offering (assuming the Sponsor does not exercise its option to extend the period of time the Company will have to consummate an initial Business Combination by up to 6 months) or (y) with respect to any other provision relating to shareholdersstockholders’ rights or pre-initial Business Combination activity. Otherwise, all funds held in the Trust Account (including any interest income earned on the amounts held in the Trust Account (net of taxes payable thereon in accordance with the preceding sentence)) will remain in the Trust Account until the earlier of the consummation of the Company’s initial Business Combination and the Liquidation; provided, however, that in the event of the Liquidation, up to $100,000 of interest income may be released to the Company if the proceeds of the Offering held by the Company outside of the Trust Account are not sufficient to cover the costs and expenses associated with implementing the Company’s plan of dissolution.
Appears in 2 contracts
Samples: Underwriting Agreement (KnightSwan Acquisition Corp), Underwriting Agreement (KnightSwan Acquisition Corp)
Use of Funds in Trust Account. During the period prior to the Company’s initial Business Combination or Liquidation, the Company may instruct the Trustee to release from the Trust Account, (i) solely from interest income earned on the funds held in the Trust Account, the amounts necessary to pay taxes, if any, and (ii) to pay Public Shareholders Stockholders who properly redeem their Public Shares (as defined below) in connection with a shareholder stockholder vote to approve an amendment to the Company’s Amended and Restated Memorandum and Articles Certificate of Association Incorporation (x) to modify the substance or timing of the Company’s obligation to allow redemption redemptions in connection with its initial Business Combination or to redeem 100% of the outstanding Public Shares if the Company does has not consummate consummated an initial Business Combination within 15 18 months from the closing of the Offering (or up to within 21 24 months from the closing of the Offering if the Company extends the period of time to consummate our an initial business combination in accordance with Business Combination by an additional six months, subject to the terms Sponsor depositing additional funds into the Trust Account (as described more fully in the Pricing Disclosure Package and the Prospectus)) from the closing of the Offering or (y) with respect to any other provision relating to shareholdersstockholders’ rights or pre-initial Business Combination activity. Otherwise, all funds held in the Trust Account (including any interest income earned on the amounts held in the Trust Account (net of taxes payable thereon in accordance with the preceding sentence)) will remain in the Trust Account until the earlier of the consummation of the Company’s initial Business Combination and the Liquidation; provided, however, that in the event of the Liquidation, up to $100,000 of interest income may be released to the Company if the proceeds of the Offering held by the Company outside of the Trust Account are not sufficient to cover the costs and expenses associated with implementing the Company’s plan of dissolution.
Appears in 2 contracts
Samples: Underwriting Agreement (Concord Acquisition Corp), Underwriting Agreement (Concord Acquisition Corp)
Use of Funds in Trust Account. During the period prior to the Company’s initial Business Combination or Liquidation, the Company may instruct the Trustee to release from the Trust Account, (i) solely from interest income earned on the funds held in the Trust Account, the amounts necessary to pay taxesits franchise and income taxes as well as expenses relating to the administration of the Trust Account, if any, and (ii) the amounts necessary to pay Public Shareholders Stockholders who properly redeem their Public Shares (as defined below) in connection with a shareholder stockholder vote to approve an amendment to the Company’s Amended and Restated Memorandum and Articles Certificate of Association Incorporation (x) to modify the substance or timing of the Company’s obligation to allow redemption in connection with its initial Business Combination or to redeem 100% of the Company’s outstanding Public Shares if the Company does has not consummate consummated an initial Business Combination within 15 fifteen months (or up to within 21 months if the Company extends the period of time to consummate our initial business combination in accordance with the terms described in the Pricing Disclosure Package and the Prospectus) from the closing of the Offering (or eighteen months, if the Company has an executed letter of intent, agreement in principle or definitive agreement for a business combination prior to the expiration of such fifteen month period) or (y) with respect to any other provision relating to shareholdersPublic Stockholders’ rights or certain pre-initial Business Combination activityactivities. Otherwise, all funds held in the Trust Account (including any interest income earned on the amounts funds held in the Trust Account (net and not previously released to the Company to pay its franchise and income taxes as well as expenses relating to the administration of taxes payable thereon the Trust Account in accordance with the preceding sentence)) will remain in the Trust Account until the earlier of the consummation of the Company’s initial Business Combination and the Liquidation; provided, however, that in the event of the Liquidation, up to $100,000 of interest income may be released to the Company if the proceeds of the Offering held by the Company outside of the Trust Account are not sufficient to cover the costs and expenses associated with implementing the Company’s plan of dissolution.
Appears in 1 contract
Samples: Underwriting Agreement (Arena Fortify Acquisition Corp.)
Use of Funds in Trust Account. During the period prior to the Company’s initial Business Combination or Liquidation, the Company may instruct the Trustee to release from the Trust Account, (i) solely from interest income earned on the funds held in the Trust Account, the amounts necessary to pay taxes, if any, and (ii) to pay Public Shareholders who properly redeem their Public Shares (as defined below) in connection with a shareholder vote to approve an amendment to the Company’s Amended and Restated Memorandum and Articles of Association (the “Charter”) (x) to modify the substance or timing of the Company’s obligation to allow redemption redemptions in connection with its initial Business Combination or to redeem 100% of the outstanding Public Shares if the Company does has not consummate consummated an initial Business Combination within 15 18 months from the closing of the Offering (or up to within 21 24 months if the Company extends were to extend the period of time to consummate our an initial business combination in accordance with the terms Business Combination as described in the Pricing Disclosure Package and the Prospectus) from the closing of the Offering or (y) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity. Otherwise, all funds held in the Trust Account (including any interest income earned on the amounts held in the Trust Account (net of taxes payable thereon in accordance with the preceding sentence)) will remain in the Trust Account until the earlier of the consummation of the Company’s initial Business Combination and the Liquidation; provided, however, that in the event of the Liquidation, up to $100,000 of interest income may be released to the Company if the proceeds of the Offering held by the Company outside of the Trust Account are not sufficient to cover the costs and expenses associated with implementing the Company’s plan of dissolution.
Appears in 1 contract
Use of Funds in Trust Account. During the period prior to the Company’s initial Business Combination or Liquidation, the Company may instruct the Trustee to release from the Trust Account, (i) solely from interest income earned on the funds held in the Trust Account, the amounts necessary to pay taxesfranchise and income taxes as well as expenses relating to the administration of the Trust Account, if any, and (ii) to pay Public Shareholders who properly redeem their Public Shares (as defined below) in connection with a shareholder vote to approve an amendment to the Company’s Amended and Restated Memorandum and Articles of Association (x) to modify the substance or timing of the Company’s obligation to allow redemption in connection with its initial Business Combination or to redeem 100% of the Company’s outstanding Public Shares if the Company does has not consummate consummated an initial Business Combination within 15 18 months from the closing of the Offering (or up to within 21 24 months if the Company extends the period of time to consummate our initial business combination in accordance with the terms complete an Initial Business Combination as described in the Pricing Disclosure Package and the Prospectus) from the closing of the Offering or (y) with respect to any other provision relating to shareholdersPublic Shareholders’ rights or pre-initial Business Combination activity. Otherwise, all funds held in the Trust Account (including any interest income earned on the amounts funds held in the Trust Account (net and not previously released to the Company to pay its franchise and income taxes as well as expenses relating to the administration of taxes payable thereon the Trust Account in accordance with the preceding sentence)) will remain in the Trust Account until the earlier of the consummation of the Company’s initial Business Combination and the Liquidation; provided, however, that in the event of the Liquidation, up to $100,000 of interest income may be released to the Company if the proceeds of the Offering held by the Company outside of the Trust Account are not sufficient to cover the costs and expenses associated with implementing the Company’s plan of dissolution.
Appears in 1 contract
Samples: Underwriting Agreement (Constitution Acquisition Corp.)