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 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 redeem 100% of the outstanding Public Shares if the Company does not consummate an initial Business Combination within 18 months 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) which adversely affects the rights of 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.
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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 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 18 months from the closing of the Offering (or 21 up to 24 months from the closing of the Offering if the Company has executed a letter of intent, agreement in principle or definitive agreement for extends the Company’s initial time to complete an Initial Business Combination within 18 months from as described in the closing of the Offering but the Company has not completed an initial Business Combination within such 18-month periodProspectus) or (y) which adversely affects the rights of with respect to any other provision relating to Public 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.
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Samples: Constitution 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 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 18 months from the closing of the Offering (or 21 up to 24 months from the closing of the Offering if the Company has executed a letter were to extend the period 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 time to consummate an initial Business Combination within such 18-month periodas described in the Prospectus) or (y) which adversely affects the with respect to any other provision relating to shareholders’ rights of Public Shareholdersor 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.
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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 18 fifteen months from the closing of the Offering (or 21 months from the closing of the Offering eighteen months, if the Company has an executed a letter of intent, agreement in principle or definitive agreement for a business combination prior to the Company’s initial Business Combination within 18 months from the closing expiration of the Offering but the Company has not completed an initial Business Combination within such 18-fifteen month period) or (y) which adversely affects the with respect to any other provision relating to Public Stockholders’ rights of Public Shareholdersor certain pre-initial Business Combination activities. 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.
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Samples: 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 (x) to modify the substance or timing of the Company’s obligation to redeem 100% of the outstanding Public Shares if the Company does not consummate an initial Business Combination within 18 months from the closing of the Offering (or 21 months from the closing during one of the Offering two three-month periods by which we may extend such deadline if our sponsor or any of its affiliates or designees pays an additional $0.10 per public share into the Company has executed trust account in respect of each such extension period (for a letter total of intent, agreement in principle or definitive agreement for the Company’s initial Business Combination within 18 up to 24 months from the closing of the Offering but the Company has not completed an initial Business Combination within to complete a business combination) (each such 18three-month period, as governed by the terms further described herein, an “Extension Period”) or (y) which adversely affects the rights of Public ShareholdersShareholders or relates to 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.
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