Common use of Xxxx and Mx Clause in Contracts

Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(i) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a Business Combination with a Target Business within the time frame specified in the Company’s amended and restated memorandum and articles of association, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account and to transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public Shareholders. The Company has selected [•] as the effective date for the purpose of determining when the Public Shareholders will be entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Shareholders in accordance with the terms of the Trust Agreement and the amended and restated memorandum and articles of association of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section ‎1(i) of the Trust Agreement. Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC EXHIBIT C [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Tax Payment Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(j) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company $[•] of the interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay for the tax obligations as set forth on the attached tax return or tax statement . In accordance with the terms of the Trust Agreement, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter to the Company’s operating account at: [WIRE INSTRUCTION INFORMATION] Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Shareholder Redemption Withdrawal Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(k) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders of the Company $[•] of the principal and interest income earned on the Property as of the date hereof into a segregated account held by you on behalf of the Beneficiaries for distribution to the Shareholders who have requested redemption of their Ordinary Shares. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay its Public Shareholders who have properly elected to have their Ordinary Shares redeemed by the Company in connection with a shareholder vote to approve an amendment to the provisions of the Company’s amended and restated memorandum and articles of association (i) that would affect the substance or timing of the Company’s obligation to redeem 100% of its public Ordinary Shares if the Company does not complete its initial Business Combination within the required time period or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter. Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC

Appears in 2 contracts

Samples: Investment Management Trust Agreement (Mericsson Acquisition Corp), Investment Management Trust Agreement (Mericsson Acquisition Corp)

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Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(i1(i) of the Investment Management Trust Agreement between Mericsson Monocle Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 2019 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a Business Combination business combination with a Target Business within the time frame specified in the Company’s amended Amended and restated memorandum and articles Restated Certificate of associationIncorporation, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account on , 20 and to transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public ShareholdersStockholders. The Company has selected [•] [ ](1) as the effective date for the purpose of determining when the Public Shareholders Stockholders will be entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Shareholders Stockholders in accordance with the terms of the Trust Agreement and the amended Amended and restated memorandum and articles Restated Certificate of association Incorporation of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section ‎1(i1(i) of the Trust Agreement. Very truly yours, Mericsson Monocle Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC EXHIBIT C [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Tax Payment Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(j) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company $[•] of the interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay for the tax obligations as set forth on the attached tax return or tax statement . In accordance with the terms of the Trust Agreement, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter to the Company’s operating account at: [WIRE INSTRUCTION INFORMATION] Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Shareholder Redemption Withdrawal Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(k) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders of the Company $[•] of the principal and interest income earned on the Property as of the date hereof into a segregated account held by you on behalf of the Beneficiaries for distribution to the Shareholders who have requested redemption of their Ordinary Shares. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay its Public Shareholders who have properly elected to have their Ordinary Shares redeemed by the Company in connection with a shareholder vote to approve an amendment to the provisions of the Company’s amended and restated memorandum and articles of association (i) that would affect the substance or timing of the Company’s obligation to redeem 100% of its public Ordinary Shares if the Company does not complete its initial Business Combination within the required time period or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter. Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC:

Appears in 2 contracts

Samples: Investment Management Trust Agreement (Monocle Acquisition Corp), Investment Management Trust Agreement (Monocle Acquisition Corp)

Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(i) of the Investment Management Trust Agreement between Mericsson Jeneration Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·], 2021 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a Business Combination with a Target Business within the time frame specified in the Company’s amended and restated memorandum and articles of association, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account and to transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public Shareholders. The Company has selected [•] ·]2 as the effective date for the purpose of determining when the Public Shareholders will be entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Shareholders in accordance with the terms of the Trust Agreement and the amended and restated memorandum and articles of association of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section ‎1(i) of the Trust Agreement. Very truly yours, Mericsson Jeneration Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group Mxxxxx Sxxxxxx & Co. LLC EXHIBIT C [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Tax Payment Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(j) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company $[•] of the interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay for the tax obligations as set forth on the attached tax return or tax statement . In accordance with the terms of the Trust Agreement, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter to the Company’s operating account at: [WIRE INSTRUCTION INFORMATION] Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Shareholder Redemption Withdrawal Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(k) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders of the Company $[•] of the principal and interest income earned on the Property as of the date hereof into a segregated account held by you on behalf of the Beneficiaries for distribution to the Shareholders who have requested redemption of their Ordinary Shares. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay its Public Shareholders who have properly elected to have their Ordinary Shares redeemed by the Company in connection with a shareholder vote to approve an amendment to the provisions of the Company’s amended and restated memorandum and articles of association (i) that would affect the substance or timing of the Company’s obligation to redeem 100% of its public Ordinary Shares if the Company does not complete its initial Business Combination within the required time period or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter. Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLCDeutsche Bank Securities Inc.

Appears in 2 contracts

Samples: Investment Management Trust Agreement (Jeneration Acquisition Corp), Investment Management Trust Agreement (Jeneration Acquisition Corp)

Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(i1(i) of the Investment Management Trust Agreement between Mericsson EX Xxxxxx Acquisition Corporation I (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•]________, 2021 2022 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a Business Combination with a Target Business Company within the time frame specified in the Company’s amended Amended and restated memorandum and articles Restated Certificate of associationIncorporation, as described in the Company’s Prospectus prospectus relating to the Offeringits IPO. Capitalized terms used but herein and not otherwise defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account investments and to transfer the total proceeds into a segregated to the trust operating account held by you on behalf of the Beneficiaries at JPMorgan Chase Bank, N.A. to await distribution to the Public ShareholdersStockholders. The Company has selected [____________, 20__] as the effective date for the purpose of determining when the Public Shareholders Stockholders will be entitled to receive their share of the liquidation proceeds. It is acknowledged that no interest will be earned by the Company on the liquidation proceeds while on deposit in the trust operating account. You agree to be the Paying Agent of record and, and in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Shareholders Stockholders in accordance with the terms of the Trust Agreement and the amended Amended and restated memorandum and articles Restated Certificate of association Incorporation of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating funds in the Trust Account, your obligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section ‎1(i) of the Trust Agreement. Very truly yours, Mericsson Acquisition Corporation EX XXXXXX ACQUISITION CORPORATION I By: Name: Axxx Xxxx Bxxxxxxx Xxxxxxx Title: Chief Executive Officer cc: Maxim Group LLC EX Xxxxxx EXHIBIT C [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx 1 Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx X.X. 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Tax Payment Instruction - Extension Letter Dear Mx. Xxxx and Mx. Xxxxxxxx: Xxxxxxxx Pursuant to Section ‎1(j1(j) of the Investment Management Trust Agreement between Mericsson EX Xxxxxx Acquisition Corporation I (“Company”) and Continental Stock Transfer & Trust Company, LLC, dated as of , 2022 (“Trust Agreement”), this is to advise you that the Company is extending the time available in order to consummate a Business Combination with the Target Businesses for an additional _________ months, from _______ to _________ (the “Extension”). This Extension Letter shall serve as the notice required with respect to Extension prior to the Initial Deadline. Capitalized words used herein and not otherwise defined shall have the meanings ascribed to them in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to deposit $______________ if the underwriters’ over-allotment option was exercised in full, or in any case, $0.05 per Unit)], which will be wired to you, into the Trust Account investments upon receipt. Very truly yours, EX XXXXXX ACQUISITION CORPORATION I By: Name: Bxxxxxxx Xxxxxxx Title: Chief Executive Officer cc: EX Xxxxxx EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company 1 Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, X.X. 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account - Stockholder Redemption Withdrawal Instruction Dear Mx. Xxxx and Mx. Xxxxxxxx Pursuant to Section 1(k) of the Investment Management Trust Agreement between EX Xxxxxx Acquisition Corporation I (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 2022 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company $[•] redeeming Public Stockholders of the Company $ of the principal and interest income earned on the Property as of the date hereofhereof into a segregated account held by you on behalf of the Beneficiaries. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay for its Public Stockholders who have properly elected to have their shares of Common Stock redeemed by the tax obligations Company in connection with a stockholder vote to approve an amendment to the Company’s amended and restated certificate of incorporation that would affect the substance or timing of the Company’s obligation to redeem 100% of its public shares of Common Stock if the Company has not consummated an initial Business Combination within such time as set forth is described in the Company’s amended and restated certificate of incorporation or with respect to any other provisions relating to stockholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter into a segregated account held by you on behalf of the Beneficiaries. Very truly yours, EX XXXXXX ACQUISITION CORPORATION I By: Name: Bxxxxxxx Xxxxxxx Title: Chief Executive Officer cc: EX Xxxxxx EXHIBIT E [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company 1 Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, X.X. 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account Withdrawal Instructions Dear Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section 2(a) of the Investment Management Trust Agreement between EX Xxxxxx Acquisition Corporation I (“Company”) and Continental Stock Transfer & Trust Company (“Trustee”), dated as of ________, 2022 (“Trust Agreement”), the Company hereby requests that you deliver to the Company [$_______] of the interest income earned on the attached Property as of the date hereof. The Company needs such funds to pay for its tax return or tax statement obligations. In accordance with the terms of the Trust Agreement, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter to the Company’s operating account at: [WIRE INSTRUCTION INFORMATION] Very truly yours, Mericsson Acquisition Corporation EX XXXXXX ACQUISITION CORPORATION I By: Name: Axxx Xxxx Bxxxxxxx Xxxxxxx Title: Chief Executive Officer cc: Maxim Group LLC EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx EX Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Shareholder Redemption Withdrawal Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(k) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders of the Company $[•] of the principal and interest income earned on the Property as of the date hereof into a segregated account held by you on behalf of the Beneficiaries for distribution to the Shareholders who have requested redemption of their Ordinary Shares. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay its Public Shareholders who have properly elected to have their Ordinary Shares redeemed by the Company in connection with a shareholder vote to approve an amendment to the provisions of the Company’s amended and restated memorandum and articles of association (i) that would affect the substance or timing of the Company’s obligation to redeem 100% of its public Ordinary Shares if the Company does not complete its initial Business Combination within the required time period or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter. Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC

Appears in 2 contracts

Samples: Investment Management Trust Agreement (EF Hutton Acquisition Corp I), Investment Management Trust Agreement (EF Hutton Acquisition Corp I)

Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(i1(i) of the Investment Management Trust Agreement between Mericsson Pine Island Acquisition Corporation Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•]_________, 2021 2020 (the “Trust Agreement”), this is to advise you that the Company has been unable to did not effect a Business Combination business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s amended and restated memorandum and articles certificate of associationincorporation, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account and to transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public ShareholdersStockholders. The Company has selected [•] _________, 20__]1 as the effective date for the purpose of determining when the Public Shareholders Stockholders will be entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Shareholders Stockholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated memorandum and articles certificate of association of the Companyincorporation. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section ‎1(i1(i) of the Trust Agreement. Very truly yours, Mericsson Pine Island Acquisition Corporation Corp. By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC EXHIBIT C [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Tax Payment Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(j) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company $[•] of the interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay for the tax obligations as set forth on the attached tax return or tax statement . In accordance with the terms of the Trust Agreement, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter to the Company’s operating account at: [WIRE INSTRUCTION INFORMATION] Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Shareholder Redemption Withdrawal Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(k) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders of the Company $[•] of the principal and interest income earned on the Property as of the date hereof into a segregated account held by you on behalf of the Beneficiaries for distribution to the Shareholders who have requested redemption of their Ordinary Shares. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay its Public Shareholders who have properly elected to have their Ordinary Shares redeemed by the Company in connection with a shareholder vote to approve an amendment to the provisions of the Company’s amended and restated memorandum and articles of association (i) that would affect the substance or timing of the Company’s obligation to redeem 100% of its public Ordinary Shares if the Company does not complete its initial Business Combination within the required time period or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter. Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLCCitigroup Global Markets Inc.

Appears in 2 contracts

Samples: Investment Management Trust Agreement (Pine Island Acquisition Corp.), Investment Management Trust Agreement (Pine Island Acquisition Corp.)

Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(i) of the Investment Management Trust Agreement between Mericsson Distoken Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·], 2021 2020 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a Business Combination with a Target Business within the time frame specified in the Company’s amended and restated memorandum and articles of association, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account and to transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public Shareholders. The Company has selected [·] as the effective date for the purpose of determining when the Public Shareholders will be entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Shareholders in accordance with the terms of the Trust Agreement and the amended and restated memorandum and articles of association of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section ‎1(i) of the Trust Agreement. Very truly yours, Mericsson Distoken Acquisition Corporation Corporatin By: Name: Axxx Xxxx Jxxx Xxxxx Title: Chief Executive Officer cc: Maxim Group LLC EarlyBirdCapital, Inc. EXHIBIT C [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Tax Payment Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(j) of the Investment Management Trust Agreement between Mericsson Distoken Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·], 2021 2020 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company $[·] of the interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds [to pay for the tax obligations as set forth on the attached tax return or tax statement statement]. In accordance with the terms of the Trust Agreement, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter to the Company’s operating account at: [WIRE INSTRUCTION INFORMATION] Very truly yours, Mericsson Distoken Acquisition Corporation By: Name: Axxx Xxxx Jxxx Xxxxx Title: Chief Executive Officer cc: Maxim Group LLC EarlyBirdCapital, Inc. EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Shareholder Redemption Withdrawal Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(k) of the Investment Management Trust Agreement between Mericsson Distoken Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·], 2021 2020 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders of the Company $[·] of the principal and interest income earned on the Property as of the date hereof into a segregated account held by you on behalf of the Beneficiaries for distribution to the Shareholders who have requested redemption of their Ordinary Shares. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay its Public Shareholders who have properly elected to have their Ordinary Shares redeemed by the Company in connection with a shareholder vote to approve an amendment to the provisions of the Company’s amended and restated memorandum and articles of association (i) that would affect the substance or timing of the Company’s obligation to redeem 100% of its public Ordinary Shares if the Company does not complete its initial Business Combination within the required time period or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter. Very truly yours, Mericsson Distoken Acquisition Corporation By: Name: Axxx Xxxx Jxxx Xxxxx Title: Chief Executive Officer cc: Maxim Group LLCEarlyBirdCapital, Inc.

Appears in 2 contracts

Samples: Investment Management Trust Agreement (Distoken Acquisition Corp), Investment Management Trust Agreement (Distoken Acquisition Corp)

Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(i) of the Investment Management Trust Agreement between Mericsson Distoken Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·], 2021 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a Business Combination with a Target Business within the time frame specified in the Company’s amended and restated memorandum and articles of association, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account and to transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public Shareholders. The Company has selected [·] as the effective date for the purpose of determining when the Public Shareholders will be entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Shareholders in accordance with the terms of the Trust Agreement and the amended and restated memorandum and articles of association of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section ‎1(i) of the Trust Agreement. Very truly yours, Mericsson Distoken Acquisition Corporation Corporatin By: Name: Axxx Xxxx Jxxx Xxxxx Title: Chief Executive Officer cc: Maxim Group LLC I-Bankers Securities, Inc. EXHIBIT C [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Tax Payment Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(j) of the Investment Management Trust Agreement between Mericsson Distoken Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company $[·] of the interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds [to pay for the tax obligations as set forth on the attached tax return or tax statement statement]. In accordance with the terms of the Trust Agreement, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter to the Company’s operating account at: [WIRE INSTRUCTION INFORMATION] Very truly yours, Mericsson Distoken Acquisition Corporation By: Name: Axxx Xxxx Jxxx Xxxxx Title: Chief Executive Officer cc: Maxim Group LLC I-Bankers Securities, Inc. EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Shareholder Redemption Withdrawal Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(k) of the Investment Management Trust Agreement between Mericsson Distoken Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders of the Company $[·] of the principal and interest income earned on the Property as of the date hereof into a segregated account held by you on behalf of the Beneficiaries for distribution to the Shareholders who have requested redemption of their Ordinary Shares. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay its Public Shareholders who have properly elected to have their Ordinary Shares redeemed by the Company in connection with a shareholder vote to approve an amendment to the provisions of the Company’s amended and restated memorandum and articles of association (i) that would affect the substance or timing of the Company’s obligation to redeem 100% of its public Ordinary Shares if the Company does not complete its initial Business Combination within the required time period or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter. Very truly yours, Mericsson Distoken Acquisition Corporation By: Name: Axxx Xxxx Jxxx Xxxxx Title: Chief Executive Officer cc: Maxim Group LLCI-Bankers Securities, Inc.

Appears in 1 contract

Samples: Investment Management Trust Agreement (Distoken Acquisition Corp)

Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(i1(i) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation Love & Health Limited (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•[ ], 2021 2024 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a Business Combination with a Target Business within the time frame specified in the Company’s amended Second Amended and restated memorandum Restated Memorandum and articles Articles of associationAssociation, as described in the Company’s Prospectus prospectus relating to the Offeringits IPO. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account and to transfer keep the total proceeds into a segregated account held by you on behalf of thereof in the Beneficiaries Trust Account to await distribution to the Public Shareholders. The Company has selected [•] [ , 2025]1 as the effective date for the purpose of determining when the Public Shareholders will be entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record andrecord, and in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Shareholders in accordance with the terms of the Trust Agreement and the amended Second Amended and restated memorandum Restated Memorandum and articles Articles of association Association of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section ‎1(i1(i) of the Trust Agreement. Very truly yours, Mericsson Acquisition Corporation LOVE & HEALTH LIMITED By: Name: Axxx Xxxx Title: Chief Executive Officer 112 months from the closing of the IPO cc: Maxim Group EX Xxxxxx LLC EXHIBIT C [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx 1 Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Tax Payment Shareholder Redemption Withdrawal Instruction Dear Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(j1(j) and Section 2(a) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation Love & Health Limited (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [], 2021 2024 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company $[•] $ of the interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay [for the tax obligations as set forth on the attached tax return or tax statement statement][its working capital expenses]. In accordance with the terms of the Trust Agreement, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter to the Company’s operating account at: [WIRE INSTRUCTION INFORMATION] Very truly yours, Mericsson Acquisition Corporation By: Love & Health Limited By Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group EX Xxxxxx LLC EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx 1 Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Shareholder Redemption Withdrawal Instruction Mx. Xxxx Ladies and Mx. XxxxxxxxGentlemen: Pursuant to Section ‎1(k1(k) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation Love & Health Limited (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [], 2021 2024 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders of the Company $[•] $ of the principal and interest income earned on the Property as of the date hereof into to a segregated account held by you on behalf of the Beneficiaries for distribution to the Public Shareholders who have requested redemption of properly elected to have their Ordinary Shares that were sold by the Company in the IPO (the “Public Shares”) redeemed by the Company as described below. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay its the Public Shareholders who have properly elected to have their Ordinary Public Shares redeemed by the Company in connection with a shareholder vote to approve an amendment to the provisions of the Company’s amended Second Amended and restated memorandum Restated Memorandum and articles Articles of association (i) that would affect Association to modify the substance or timing of the ability of Public Shareholders to seek redemption in connection with an initial Business Combination or the Company’s obligation to redeem 100% of its public Ordinary the Public Shares if the Company does has not complete its consummated an initial Business Combination within such time as is described in the required time period Company’s Second Amended and Restated Memorandum and Articles of Association or (ii) with respect to any other provision affect provisions of the Company’s Second Amended and Restated Memorandum and Articles of Association relating to shareholders’ rights or the Company’s pre-initial Business Combination activityactivity or related shareholder rights. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letterletter to a segregated account held by you on behalf of such Public Shareholders. Very truly yours, Mericsson Acquisition Corporation Love & Health Limited By Name: Title: cc: EX Xxxxxx LLC EXHIBIT E [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company 1 Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account Irrevocable Instruction in Connection with Business Combination Dear Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section 1(m) of the Investment Management Trust Agreement between Love & Health Limited (“Company”) and Continental Stock Transfer & Trust Company, dated as of [ ], 2024 (“Trust Agreement”), this is to advise you that the Company is extending the time available in order to consummate a Business Combination with the Target Businesses for an additional three (3) months, from ______________ to ____________ (the “Extension”). This Extension Letter shall serve as the notice required with respect to Extension prior to the Applicable Deadline. Capitalized words used herein and not otherwise defined shall have the meanings ascribed to them in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to deposit $500,000 [(or $575,000 if the underwriters’ over-allotment option was exercised in full)], which will be wired to you, into the Trust Account investments upon receipt. This is the _____ of up to eight Extension Letters. Very truly yours, LOVE & HEALTH LIMITED By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLCEX Xxxxxx LLC EXHIBIT F [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company 1 Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account Irrevocable Instruction in Connection with Business Combination Ladies and Gentlemen: Pursuant to paragraphs 1(p) and 3(g) of the Investment Management Trust Agreement between Love & Health Limited (“Company”) and Continental Stock Transfer & Trust Company (“Trustee”), dated as [ ], 2024 (“Trust Agreement”), this constitutes our irrevocable instruction to you to (i) in conjunction with the Business Combination (as defined in the Trust Agreement), disburse a per share amount of $ , for a total disbursement of $ which is not less than $10.05 (plus the amount per share deposited in the Trust Account pursuant to any Extension Letter) to (the “Shareholder”) for the ordinary shares of the Company delivered to you prior to or concurrently herewith for redemption in connection with the Business Combination, and (ii) promptly deliver to the Shareholder the amounts specified in clause (i), less a processing fee of $350 per transaction received. The Shareholder wire instructions are attached. A share advice or DWAC instruction from our broker is also attached. The Company shall indemnify you and your officers, directors, principals, partners, agents and representatives, and hold each of them harmless from and against any and all liabilities, including judgments, costs and reasonable counsel fees incurred by or asserted against you or any of them arising out of or in connection with the instructions set forth herein, the performance of your duties hereunder and otherwise in respect hereof, including the costs and expenses of defending yourself or themselves against any claim or liability hereunder, except that the Company shall not be liable hereunder as to matters in respect of which it is determined that you have acted with gross negligence, willful misconduct or bad faith. You shall have no liability to the Company in respect to any action taken or any failure to act in respect of this if such action was taken or omitted to be taken in good faith, and you shall be entitled to rely in this regard on the advice of counsel. The Board of Directors of the Company has approved the foregoing irrevocable instructions and does hereby extend the Company’s irrevocable agreement to indemnify your firm for all loss, liability or expense in carrying out the authority and direction herein contained on the terms herein set forth. The Shareholder is intended to be and is a third party beneficiary of this letter and the irrevocable instructions set forth herein, and no amendment or modification to the instructions set forth herein may be made without the prior written consent of the Shareholder. By signing below, the person executing this letter certifies that they are duly authorized to execute this letter on behalf of the Company and to bind the Company to all of the terms and conditions contained herein. Very truly yours, LOVE & HEALTH LIMITED By: Name: Title: Acknowledged and Agreed: CONTINENTAL STOCK TRANSFER & TRUST COMPANY, as Trustee Name: Title: Cc: [SHAREHOLDER]. Attachments: Shareholder Wire Instructions Shareholder Tax Form (W-9/8) Callback telephone number to verify wire instructions, sent separately. Share advice or instruction EXHIBIT G [Insert date] Continental Stock Transfer & Trust Company 1 Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account Irrevocable Instruction in Connection with Business Combination Dear Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to paragraphs 1(q) and 3(h) of the Investment Management Trust Agreement between Love & Health Limited (“Company”) and Continental Stock Transfer & Trust Company (“Trustee”), dated as of [ ], 2024 (“Trust Agreement”), this constitutes our irrevocable instruction to you to (i) in conjunction with the Business Combination (as defined in the Trust Agreement), disburse a per share amount of $_____________, for a total disbursement of $________________ which is not less than $10.05 (plus the amount per share deposited in the Trust Account pursuant to any Extension Letter) per share to (the “Shareholder”) for the __________________ ordinary shares of the Company delivered to you prior to or concurrently herewith for redemption in connection with the Business Combination, and (ii) deliver to the Shareholder the amounts specified in clause (i). Our wire instructions are attached. We understand that a servicing fee of $350 will deducted from our payment. A share advice or DWAC instruction from our broker and copy of a valid government-issued ID of the signer are attached. The Company shall indemnify you and your officers, directors, principals, partners, agents and representatives, and hold each of them harmless from and against any and all liabilities, including judgments, costs and reasonable counsel fees incurred by or asserted against you or any of them arising out of or in connection with the instructions set forth herein, the performance of your duties hereunder and otherwise in respect hereof, including the costs and expenses of defending yourself or themselves against any claim or liability hereunder, except that the Company shall not be liable hereunder as to matters in respect of which it is determined that you have acted with gross negligence, willful misconduct or in bad faith. You shall have no liability to the Company in respect to any action taken or any failure to act in respect of this if such action was taken or omitted to be taken in good faith, and you shall be entitled to rely in this regard on the advice of counsel. The Board of Directors of the Company does hereby extend the Company’s irrevocable agreement to indemnify your firm for all loss, liability or expense in carrying out the authority and direction herein contained on the terms herein set forth. No amendment or modification to the instructions set forth herein may be made without the prior written consent of the Shareholder. By signing below, the person executing this letter certifies that they are duly authorized to execute this letter on behalf of the Shareholder and to bind the Shareholder to all of the terms and conditions contained herein. Very truly yours, [SHAREHOLDER (Include full address, email address and phone number for callback confirmation of wire instructions)] By: Name: Title: Acknowledged and Agreed: CONTINENTAL STOCK TRANSFER & TRUST COMPANY, as Trustee Name: Title:

Appears in 1 contract

Samples: Investment Management Trust Agreement (Love & Health LTD)

Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(i1(i) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation Digital Transformation Opportunities Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•]_________, 2021 (the “Trust Agreement”), this is to advise you that the Company has been unable to did not effect a Business Combination business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s amended and restated memorandum and articles certificate of associationincorporation, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account and to transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public ShareholdersStockholders. The Company has selected [•] _________, 20__ as the effective date for the purpose of determining when the Public Shareholders Stockholders will be entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Shareholders Stockholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated memorandum and articles certificate of association of the Companyincorporation. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section ‎1(i1(i) of the Trust Agreement. Very truly yours, Mericsson Acquisition Corporation Digital Transformation Opportunities Corp. By: Name: Axxx Xxxx Kxxxx Xxxxxx Title: Chief Executive Officer cc: Maxim Group LLC Barclays Capital Inc. EXHIBIT C [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx 1 Sxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 AttnXxtn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Tax Payment - Withdrawal Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(j1(j) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation Digital Transformation Opportunities Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•]_________, 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company $[•] _____ of the interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay for the tax obligations as set forth on the attached tax return or tax statement statement. In accordance with the terms of the Trust Agreement, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter to the Company’s operating account at: [WIRE INSTRUCTION INFORMATION] Very truly yours, Mericsson Acquisition Corporation Digital Transformation Opportunities Corp. By: Name: Axxx Xxxx Kxxxx Xxxxxx Title: Chief Executive Officer cc: Maxim Group LLC Barclays Capital Inc. EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx 1 Sxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 AttnXxtn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Shareholder - Stockholder Redemption Withdrawal Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(k1(k) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation Digital Transformation Opportunities Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•]_________, 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders Stockholders of the Company $[•] ______ of the principal and interest income earned on the Property as of the date hereof into to a segregated account held by you on behalf of the Beneficiaries for distribution to the Shareholders Public Stockholders who have requested redemption of their Ordinary Sharesshares of Common Stock. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay its Public Shareholders Stockholders who have properly elected to have their Ordinary Shares shares of Common Stock redeemed by the Company in connection with a shareholder stockholder vote to approve an amendment to the provisions of the Company’s amended and restated memorandum and articles certificate of association incorporation to (i) that would affect modify the substance or timing of the Company’s obligation to allow redemption in connection with a Business Combination or to redeem 100% of its public Ordinary Shares the shares of Common Stock included in the Units sold in the Offering if the Company does not complete its initial a Business Combination within the required time period set forth in the Company’s amended and restated certificate of incorporation or (ii) with respect to any other provision relating to shareholdersstockholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter. Very truly yours, Mericsson Acquisition Corporation Digital Transformation Opportunities Corp. By: Name: Axxx Xxxx Kxxxx Xxxxxx Title: Chief Executive Officer cc: Maxim Group LLCBarclays Capital Inc.

Appears in 1 contract

Samples: Investment Management Trust Agreement (Digital Transformation Opportunities Corp.)

Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(i1(i) of the Investment Management Trust Agreement between Mericsson A SPAC II Acquisition Corporation Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 2022 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a Business Combination with a Target Business within the time frame specified in the Company’s amended Amended and restated memorandum Restated Memorandum and articles Articles of associationAssociation, as described in the Company’s Prospectus prospectus relating to the Offeringits IPO. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account and to transfer keep the total proceeds into a segregated account held by you on behalf of thereof in the Beneficiaries Trust Operating Account at J.X. Xxxxxx Chase Bank, N.A to await distribution to the Public Shareholders. The Company has selected [•] , 2023]1 as the effective date for the purpose of determining when the Public Shareholders will be entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record andrecord, and in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Shareholders in accordance with the terms of the Trust Agreement and the amended Amended and restated memorandum Restated Memorandum and articles Articles of association Association of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section ‎1(i1(i) of the Trust Agreement. Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC EXHIBIT C [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Tax Payment Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(j) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company $[•] of the interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay for the tax obligations as set forth on the attached tax return or tax statement . In accordance with the terms of the Trust Agreement, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter to the Company’s operating account at: [WIRE INSTRUCTION INFORMATION] Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Shareholder Redemption Withdrawal Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(k) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders of the Company $[•] of the principal and interest income earned on the Property as of the date hereof into a segregated account held by you on behalf of the Beneficiaries for distribution to the Shareholders who have requested redemption of their Ordinary Shares. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay its Public Shareholders who have properly elected to have their Ordinary Shares redeemed by the Company in connection with a shareholder vote to approve an amendment to the provisions of the Company’s amended and restated memorandum and articles of association (i) that would affect the substance or timing of the Company’s obligation to redeem 100% of its public Ordinary Shares if the Company does not complete its initial Business Combination within the required time period or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter. Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC.

Appears in 1 contract

Samples: Investment Management Trust Agreement (SPAC II Acquisition Corp.)

Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(i) of the Investment Management Trust Agreement between Mericsson Distoken Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·], 2021 2023 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a Business Combination with a Target Business within the time frame specified in the Company’s amended and restated memorandum and articles of association, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account and to transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public Shareholders. The Company has selected [·] as the effective date for the purpose of determining when the Public Shareholders will be entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Shareholders in accordance with the terms of the Trust Agreement and the amended and restated memorandum and articles of association of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section ‎1(i) of the Trust Agreement. Very truly yours, Mericsson Distoken Acquisition Corporation Corporatin By: Name: Axxx Xxxx Jxxx Xxxxx Title: Chief Executive Officer cc: Maxim Group LLC I-Bankers Securities, Inc. EXHIBIT C [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Tax Payment Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(j) of the Investment Management Trust Agreement between Mericsson Distoken Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·], 2021 2023 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company $[·] of the interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds [to pay for the tax obligations as set forth on the attached tax return or tax statement statement]. In accordance with the terms of the Trust Agreement, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter to the Company’s operating account at: [WIRE INSTRUCTION INFORMATION] Very truly yours, Mericsson Distoken Acquisition Corporation By: Name: Axxx Xxxx Jxxx Xxxxx Title: Chief Executive Officer cc: Maxim Group LLC I-Bankers Securities, Inc. EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Shareholder Redemption Withdrawal Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(k) of the Investment Management Trust Agreement between Mericsson Distoken Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·], 2021 2023 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders of the Company $[·] of the principal and interest income earned on the Property as of the date hereof into a segregated account held by you on behalf of the Beneficiaries for distribution to the Shareholders who have requested redemption of their Ordinary Shares. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay its Public Shareholders who have properly elected to have their Ordinary Shares redeemed by the Company in connection with a shareholder vote to approve an amendment to the provisions of the Company’s amended and restated memorandum and articles of association (i) that would affect the substance or timing of the Company’s obligation to redeem 100% of its public Ordinary Shares if the Company does not complete its initial Business Combination within the required time period or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter. Very truly yours, Mericsson Distoken Acquisition Corporation By: Name: Axxx Xxxx Jxxx Xxxxx Title: Chief Executive Officer cc: Maxim Group LLCI-Bankers Securities, Inc. EXHIBIT E [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company 1 Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account – Extension Letter Dear Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section 1(l) of the Investment Management Trust Agreement between Distoken Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company, dated as of _________, 2023 (the “Trust Agreement”), this is to advise you that the Company is extending the time available to consummate a Business Combination for an additional three (3) months, from _______ to _________ (the “Extension”). This Extension Letter shall serve as the notice required with respect to Extension prior to the Deadline. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to deposit [$600,000]2, which will be wired to you, into the Trust Account investments upon receipt. This is the ____ of up to three Extension Letters. Very truly yours, Distoken Acquisition Corporation By: Name: Jxxx Xxxxx Title: Chief Executive Officer cc: I-Bankers Securities, Inc. 2 $690,000 if the Underwriter’s over-allotment option was exercised in full.

Appears in 1 contract

Samples: Investment Management Trust Agreement (Distoken Acquisition Corp)

Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(i) of the Investment Management Trust Agreement between Mericsson Counter Press Acquisition Corporation Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•]February 8, 2021 2022 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a Business Combination with a Target Business within the time frame specified in the Company’s amended and restated memorandum and articles of association, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account and to transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public Shareholders. The Company has selected [] as the effective date for the purpose of determining when the Public Shareholders will be entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Shareholders in accordance with the terms of the Trust Agreement and the amended and restated memorandum and articles of association of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section ‎1(i) of the Trust Agreement. Very truly yours, Mericsson Counter Press Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group BTIG, LLC EARLYBIRDCAPITAL, INC. EXHIBIT C [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Fxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Tax Payment Instruction Dear Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(j) of the Investment Management Trust Agreement between Mericsson Counter Press Acquisition Corporation Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•]February 8, 2021 2022 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company $[] of the interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds [to pay for the tax obligations as set forth on the attached tax return or tax statement statement]. In accordance with the terms of the Trust Agreement, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter to the Company’s operating account at: [WIRE INSTRUCTION INFORMATION] Very truly yours, Mericsson Counter Press Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group BTIG, LLC EARLYBIRDCAPITAL, INC. EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Shareholder Redemption Withdrawal Instruction Dear Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(k) of the Investment Management Trust Agreement between Mericsson Counter Press Acquisition Corporation Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•]February 8, 2021 2022 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders of the Company $[] of the principal and interest income earned on the Property as of the date hereof into a segregated account held by you on behalf of the Beneficiaries for distribution to the Shareholders who have requested redemption of their Ordinary Shares. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay its Public Shareholders who have properly elected to have their Ordinary Shares redeemed by the Company in connection with a shareholder vote to approve an amendment to the provisions of the Company’s amended and restated memorandum and articles of association (i) that would affect the substance or timing of the Company’s obligation to redeem 100% of its public Ordinary Shares if the Company does not complete its initial Business Combination within the required time period or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter. Very truly yours, Mericsson Counter Press Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLCBTIG, LLC EARLYBIRDCAPITAL, INC.

Appears in 1 contract

Samples: Investment Management Trust Agreement (Counter Press Acquisition Corp)

Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(i1(i) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation Digital Transformation Opportunities Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•]_________, 2021 (the “Trust Agreement”), this is to advise you that the Company has been unable to did not effect a Business Combination business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s amended and restated memorandum and articles certificate of associationincorporation, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account and to transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public ShareholdersStockholders. The Company has selected [•] _________, 20__ as the effective date for the purpose of determining when the Public Shareholders Stockholders will be entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Shareholders Stockholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated memorandum and articles certificate of association of the Companyincorporation. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section ‎1(i1(i) of the Trust Agreement. Very truly yours, Mericsson Acquisition Corporation Digital Transformation Opportunities Corp. By: Name: Axxx Xxxx Kxxxx Xxxxxx Title: Chief Executive Officer cc: Maxim Group LLC Barclays Capital Inc. EXHIBIT C [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx 1 Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Tax Payment - Withdrawal Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(j1(j) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation Digital Transformation Opportunities Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•]_________, 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company $[•] _____ of the interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay for the tax obligations as set forth on the attached tax return or tax statement statement. In accordance with the terms of the Trust Agreement, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter to the Company’s operating account at: [WIRE INSTRUCTION INFORMATION] Very truly yours, Mericsson Acquisition Corporation Digital Transformation Opportunities Corp. By: Name: Axxx Xxxx Kxxxx Xxxxxx Title: Chief Executive Officer cc: Maxim Group LLC Barclays Capital Inc. EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx 1 Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Shareholder - Stockholder Redemption Withdrawal Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(k1(k) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation Digital Transformation Opportunities Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•]_________, 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders Stockholders of the Company $[•] ______ of the principal and interest income earned on the Property as of the date hereof into to a segregated account held by you on behalf of the Beneficiaries for distribution to the Shareholders Public Stockholders who have requested redemption of their Ordinary Sharesshares of Common Stock. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay its Public Shareholders Stockholders who have properly elected to have their Ordinary Shares shares of Common Stock redeemed by the Company in connection with a shareholder stockholder vote to approve an amendment to the provisions of the Company’s amended and restated memorandum and articles certificate of association incorporation to (i) that would affect modify the substance or timing of the Company’s obligation to allow redemption in connection with a Business Combination or to redeem 100% of its public Ordinary Shares the shares of Common Stock included in the Units sold in the Offering if the Company does not complete its initial a Business Combination within the required time period set forth in the Company’s amended and restated certificate of incorporation or (ii) with respect to any other provision relating to shareholdersstockholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter. Very truly yours, Mericsson Acquisition Corporation Digital Transformation Opportunities Corp. By: Name: Axxx Xxxx Kxxxx Xxxxxx Title: Chief Executive Officer cc: Maxim Group LLCBarclays Capital Inc.

Appears in 1 contract

Samples: Investment Management Trust Agreement (Digital Transformation Opportunities Corp.)

Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(i1(i) of the Investment Management Trust Agreement between Mericsson Duddell Street Acquisition Corporation Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·], 2021 2020 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a Business Combination with a Target Business within the time frame specified in the Company’s amended and restated memorandum and articles of association, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account and to transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public Shareholders. The Company has selected [·] as the effective date for the purpose of determining when the Public Shareholders will be entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Shareholders in accordance with the terms of the Trust Agreement and the amended and restated memorandum and articles of association of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section ‎1(i1(i) of the Trust Agreement. Very truly yours, Mericsson Duddell Street Acquisition Corporation Corp. By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC BofA Securities, Inc. EXHIBIT C [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. - Tax Payment Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(j1(j) of the Investment Management Trust Agreement between Mericsson Duddell Street Acquisition Corporation Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·], 2021 2020 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company $[·] of the interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds [to pay for the tax obligations as set forth on the attached tax return or tax statement statement]. In accordance with the terms of the Trust Agreement, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter to the Company’s operating account at: [WIRE INSTRUCTION INFORMATION] Very truly yours, Mericsson Duddell Street Acquisition Corporation Corp. By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC BofA Securities, Inc. EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. - Shareholder Redemption Withdrawal Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(k1(k) of the Investment Management Trust Agreement between Mericsson Duddell Street Acquisition Corporation Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·], 2021 2020 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders of the Company $[·] of the principal and interest income earned on the Property as of the date hereof into a segregated account held by you on behalf of the Beneficiaries for distribution to the Shareholders who have requested redemption of their Ordinary Shares. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay its Public Shareholders who have properly elected to have their Ordinary Shares redeemed by the Company in connection with a shareholder vote to approve an amendment to the provisions of the Company’s amended and restated memorandum and articles of association (i) that would affect the substance or timing of the Company’s obligation to allow redemption in connection with the Company’s initial Business Combination or to redeem 100% of its public Ordinary Shares if the Company does not complete its initial Business Combination within the required time period or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter. Very truly yours, Mericsson Duddell Street Acquisition Corporation Corp. By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLCBofA Securities, Inc. 6 NTD: CST to provide.

Appears in 1 contract

Samples: Investment Management Trust Agreement (Duddell Street Acquisition Corp.)

Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(i1(i) of the Investment Management Trust Agreement between Mericsson Intelligent Medicine Acquisition Corporation Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•]_________, 2021 (the “Trust Agreement”), this is to advise you that the Company has been unable to did not effect a Business Combination business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s amended and restated memorandum and articles certificate of associationincorporation, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account and to transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public ShareholdersStockholders. The Company has selected [•] _________, 20__]1 as the effective date for the purpose of determining when the Public Shareholders Stockholders will be entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Shareholders Stockholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated memorandum and articles certificate of association of the Companyincorporation. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section ‎1(i1(i) of the Trust Agreement. Very truly yours, Mericsson Intelligent Medicine Acquisition Corporation Corp. By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC EXHIBIT C [Letterhead of Company] [Insert date] Continental Stock Transfer Cantor Fxxxxxxxxx & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Tax Payment Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(j) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company $[•] of the interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay for the tax obligations as set forth on the attached tax return or tax statement . In accordance with the terms of the Trust Agreement, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter to the Company’s operating account at: [WIRE INSTRUCTION INFORMATION] Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Shareholder Redemption Withdrawal Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(k) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders of the Company $[•] of the principal and interest income earned on the Property as of the date hereof into a segregated account held by you on behalf of the Beneficiaries for distribution to the Shareholders who have requested redemption of their Ordinary Shares. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay its Public Shareholders who have properly elected to have their Ordinary Shares redeemed by the Company in connection with a shareholder vote to approve an amendment to the provisions of the Company’s amended and restated memorandum and articles of association (i) that would affect the substance or timing of the Company’s obligation to redeem 100% of its public Ordinary Shares if the Company does not complete its initial Business Combination within the required time period or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter. Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLCCo.

Appears in 1 contract

Samples: Investment Management Trust Agreement (Intelligent Medicine Acquisition Corp.)

Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(i1(i) of the Investment Management Trust Agreement between Mericsson Cetus Capital Acquisition Corporation Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•]________, 2021 2022 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a Business Combination with a Target Business Company within the time frame specified in the Company’s amended Amended and restated memorandum and articles Restated Certificate of associationIncorporation, as described in the Company’s Prospectus prospectus relating to the Offeringits IPO. Capitalized terms used but herein and not otherwise defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account investments and to transfer the total proceeds into a segregated to the trust operating account held by you on behalf of the Beneficiaries at JPMorgan Chase Bank, N.A. to await distribution to the Public ShareholdersStockholders. The Company has selected [____________, 20__] as the effective date for the purpose of determining when the Public Shareholders Stockholders will be entitled to receive their share of the liquidation proceeds. It is acknowledged that no interest will be earned by the Company on the liquidation proceeds while on deposit in the trust operating account. You agree to be the Paying Agent of record and, and in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Shareholders Stockholders in accordance with the terms of the Trust Agreement and the amended Amended and restated memorandum and articles Restated Certificate of association Incorporation of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating funds in the Trust Account, your obligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section ‎1(i) of the Trust Agreement. Very truly yours, Mericsson Acquisition Corporation CETUS CAPITAL ACQUISITION CORP. By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC EX Xxxxxx EXHIBIT C [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx 1 Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx X.X. 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Tax Payment Instruction - Extension Letter Dear Mx. Xxxx and Mx. Xxxxxxxx: Xxxxxxxx Pursuant to Section ‎1(j1(j) of the Investment Management Trust Agreement between Mericsson Cetus Capital Acquisition Corporation Corp. (“Company”) and Continental Stock Transfer & Trust Company, LLC, dated as of , 2022 (“Trust Agreement”), this is to advise you that the Company is extending the time available in order to consummate a Business Combination with the Target Businesses for an additional _________ months, from _______ to _________ (the “Extension”). This Extension Letter shall serve as the notice required with respect to Extension prior to the Initial Deadline. Capitalized words used herein and not otherwise defined shall have the meanings ascribed to them in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to deposit $______________, or in any case, $0.05 per Unit), which will be wired to you, into the Trust Account investments upon receipt. Very truly yours, CETUS CAPITAL ACQUISITION CORP. By: Name: Title: cc: EX Xxxxxx EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company 1 Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, X.X. 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account - Stockholder Redemption Withdrawal Instruction Dear Mx. Xxxx and Mx. Xxxxxxxx Pursuant to Section 1(k) of the Investment Management Trust Agreement between Cetus Capital Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 2022 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company $[•] redeeming Public Stockholders of the Company $ of the principal and interest income earned on the Property as of the date hereofhereof into a segregated account held by you on behalf of the Beneficiaries. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay for its Public Stockholders who have properly elected to have their shares of Common Stock redeemed by the tax obligations Company in connection with a stockholder vote to approve an amendment to the Company’s amended and restated certificate of incorporation that would affect the substance or timing of the Company’s obligation to redeem 100% of its public shares of Common Stock if the Company has not consummated an initial Business Combination within such time as set forth is described in the Company’s amended and restated certificate of incorporation or with respect to any other provisions relating to stockholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter into a segregated account held by you on behalf of the Beneficiaries. Very truly yours, CETUS CAPITAL ACQUISITION CORP. By: Name: Title: cc: EX Xxxxxx EXHIBIT E [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company 1 Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, X.X. 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account Withdrawal Instructions Dear Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section 2(a) of the Investment Management Trust Agreement between Cetus Capital Acquisition Corp. (“Company”) and Continental Stock Transfer & Trust Company (“Trustee”), dated as of ________, 2022 (“Trust Agreement”), the Company hereby requests that you deliver to the Company [$_______] of the interest income earned on the attached Property as of the date hereof. The Company needs such funds to pay for its tax return or tax statement obligations. In accordance with the terms of the Trust Agreement, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter to the Company’s operating account at: [WIRE INSTRUCTION INFORMATION] Very truly yours, Mericsson Acquisition Corporation CETUS CAPITAL ACQUISITION CORP. By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx EX Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Shareholder Redemption Withdrawal Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(k) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders of the Company $[•] of the principal and interest income earned on the Property as of the date hereof into a segregated account held by you on behalf of the Beneficiaries for distribution to the Shareholders who have requested redemption of their Ordinary Shares. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay its Public Shareholders who have properly elected to have their Ordinary Shares redeemed by the Company in connection with a shareholder vote to approve an amendment to the provisions of the Company’s amended and restated memorandum and articles of association (i) that would affect the substance or timing of the Company’s obligation to redeem 100% of its public Ordinary Shares if the Company does not complete its initial Business Combination within the required time period or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter. Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC

Appears in 1 contract

Samples: Investment Management Trust Agreement (Cetus Capital Acquisition Corp.)

Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(i) of the Investment Management Trust Agreement between Mericsson Finnovate Acquisition Corporation Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•]November 8, 2021 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a Business Combination with a Target Business within the time frame specified in the Company’s amended and restated memorandum and articles of association, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account and to transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public Shareholders. The Company has selected [] as the effective date for the purpose of determining when the Public Shareholders will be entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Shareholders in accordance with the terms of the Trust Agreement and the amended and restated memorandum and articles of association of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section ‎1(i1(i) of the Trust Agreement. Very truly yours, Mericsson Finnovate Acquisition Corporation Corp. By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC EarlyBirdCapital, Inc. EXHIBIT C [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Tax Payment Instruction Dear Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(j1(j) of the Investment Management Trust Agreement between Mericsson Finnovate Acquisition Corporation Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•]November 8, 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company $[] of the interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds [to pay for the tax obligations as set forth on the attached tax return or tax statement statement]. In accordance with the terms of the Trust Agreement, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter to the Company’s operating account at: [WIRE INSTRUCTION INFORMATION] Very truly yours, Mericsson Finnovate Acquisition Corporation Corp. By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC EarlyBirdCapital, Inc. EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Shareholder Redemption Withdrawal Instruction Dear Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(k) of the Investment Management Trust Agreement between Mericsson Finnovate Acquisition Corporation Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•]November 8, 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders of the Company $[] of the principal and interest income earned on the Property as of the date hereof into a segregated account held by you on behalf of the Beneficiaries for distribution to the Shareholders who have requested redemption of their Ordinary Shares. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay its Public Shareholders who have properly elected to have their Ordinary Shares redeemed by the Company in connection with a shareholder vote to approve an amendment to the provisions of the Company’s amended and restated memorandum and articles of association (i) that would affect the substance or timing of the Company’s obligation to redeem 100% of its public Ordinary Shares if the Company does not complete its initial Business Combination within the required time period or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter. Very truly yours, Mericsson Finnovate Acquisition Corporation Corp. By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLCEarlyBirdCapital, Inc.

Appears in 1 contract

Samples: Investment Management Trust Agreement (Finnovate Acquisition Corp.)

Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(i1(i) of the Investment Management Trust Agreement between Mericsson EQ Health Acquisition Corporation Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), this is to advise you that the Company has been unable to did not effect a Business Combination business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s amended and restated memorandum and articles certificate of associationincorporation, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account and to transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public ShareholdersStockholders. The Company has selected [•] [ , 20 ]1 as the effective date for the purpose of determining when the Public Shareholders Stockholders will be entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Shareholders Stockholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated memorandum and articles certificate of association of the Companyincorporation. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section ‎1(i1(i) of the Trust Agreement. Very truly yours, Mericsson EQ Health Acquisition Corporation Corp. By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group BTIG, LLC EXHIBIT C [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Tax Payment Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(j) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company $[•] of the interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay for the tax obligations as set forth on the attached tax return or tax statement . In accordance with the terms of the Trust Agreement, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter to the Company’s operating account at: [WIRE INSTRUCTION INFORMATION] Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Shareholder Redemption Withdrawal Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(k) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders of the Company $[•] of the principal and interest income earned on the Property as of the date hereof into a segregated account held by you on behalf of the Beneficiaries for distribution to the Shareholders who have requested redemption of their Ordinary Shares. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay its Public Shareholders who have properly elected to have their Ordinary Shares redeemed by the Company in connection with a shareholder vote to approve an amendment to the provisions of the Company’s amended and restated memorandum and articles of association (i) that would affect the substance or timing of the Company’s obligation to redeem 100% of its public Ordinary Shares if the Company does not complete its initial Business Combination within the required time period or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter. Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group Jxxxxxxxx LLC

Appears in 1 contract

Samples: Investment Management Trust Agreement (EQ Health Acquisition Corp.)

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Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(i1(i) of the Investment Management Trust Agreement between Mericsson Seaport Calibre Materials Acquisition Corporation Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•]_________, 2021 (the “Trust Agreement”), this is to advise you that the Company has been unable to did not effect a Business Combination business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s amended and restated memorandum and articles certificate of associationincorporation, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account and to transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public ShareholdersStockholders. The Company has selected [•] _________, 20__]1 as the effective date for the purpose of determining when the Public Shareholders Stockholders will be entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Shareholders Stockholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated memorandum and articles certificate of association of the Companyincorporation. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section ‎1(i1(i) of the Trust Agreement. Very truly yours, Mericsson Seaport Calibre Materials Acquisition Corporation Corp. By: Name: Axxx Xxxx :Jxx Xxxxxxx Title: :Chief Executive Officer cc: Maxim Group :Seaport Global Securities, LLC 1 18 months from the closing of the Offering or at a later date, if extended. EXHIBIT C [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx 1 Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Tax Payment - Withdrawal Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(j1(j) of the Investment Management Trust Agreement between Mericsson Seaport Calibre Materials Acquisition Corporation Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•]_________, 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company $[_____] of the interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds [to pay for the tax obligations as set forth on the attached tax return or tax statement statement]. In accordance with the terms of the Trust Agreement, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter to the Company’s operating account at: [WIRE INSTRUCTION INFORMATION] Very truly yours, Mericsson Seaport Calibre Materials Acquisition Corporation Corp. By: Name: Axxx Xxxx :Jxx Xxxxxxx Title: :Chief Executive Officer cc: Maxim Group :Seaport Global Securities, LLC EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx 1 Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Shareholder - Stockholder Redemption Withdrawal Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(k1(k) of the Investment Management Trust Agreement between Mericsson Seaport Calibre Materials Acquisition Corporation Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•]_________, 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders Stockholders of the Company $[_____] of the principal and interest income earned on the Property as of the date hereof into to a segregated account held by you on behalf of the Beneficiaries for distribution to the Shareholders Public Stockholders who have requested redemption of their Ordinary Sharesshares of Common Stock. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay its Public Shareholders Stockholders who have properly elected to have their Ordinary Shares shares of Common Stock redeemed by the Company in connection with a shareholder stockholder vote to approve an amendment to the provisions of the Company’s amended and restated memorandum and articles certificate of association incorporation to (i) that would affect modify the substance or timing of the Company’s obligation to allow redemption in connection with a Business Combination or to redeem 100% of its public Ordinary Shares the shares of Common Stock included in the Units sold in the Offering if the Company does not complete its initial a Business Combination within the required time period set forth in the Company’s amended and restated certificate of incorporation or (ii) with respect to any other provision relating to shareholdersstockholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter. Very truly yours, Mericsson Seaport Calibre Materials Acquisition Corporation Corp. By: Name: Axxx Xxxx :Jxx Xxxxxxx Title: :Chief Executive Officer cc: Maxim Group :Seaport Global Securities, LLC

Appears in 1 contract

Samples: Investment Management Trust Agreement (Seaport Calibre Materials Acquisition Corp.)

Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(i) of the Investment Management Trust Agreement between Mericsson Distoken Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•]February 15, 2021 2023 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a Business Combination with a Target Business within the time frame specified in the Company’s amended and restated memorandum and articles of association, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account and to transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public Shareholders. The Company has selected [·] as the effective date for the purpose of determining when the Public Shareholders will be entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Shareholders in accordance with the terms of the Trust Agreement and the amended and restated memorandum and articles of association of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section ‎1(i) of the Trust Agreement. Very truly yours, Mericsson Distoken Acquisition Corporation Corporatin By: Name: Axxx Xxxx Jxxx Xxxxx Title: Chief Executive Officer cc: Maxim Group LLC I-Bankers Securities, Inc. EXHIBIT C [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Tax Payment Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(j) of the Investment Management Trust Agreement between Mericsson Distoken Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•]February 15, 2021 2023 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company $[·] of the interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds [to pay for the tax obligations as set forth on the attached tax return or tax statement statement]. In accordance with the terms of the Trust Agreement, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter to the Company’s operating account at: [WIRE INSTRUCTION INFORMATION] Very truly yours, Mericsson Distoken Acquisition Corporation By: Name: Axxx Xxxx Jxxx Xxxxx Title: Chief Executive Officer cc: Maxim Group LLC I-Bankers Securities, Inc. EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Shareholder Redemption Withdrawal Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(k) of the Investment Management Trust Agreement between Mericsson Distoken Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•]February 15, 2021 2023 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders of the Company $[·] of the principal and interest income earned on the Property as of the date hereof into a segregated account held by you on behalf of the Beneficiaries for distribution to the Shareholders who have requested redemption of their Ordinary Shares. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay its Public Shareholders who have properly elected to have their Ordinary Shares redeemed by the Company in connection with a shareholder vote to approve an amendment to the provisions of the Company’s amended and restated memorandum and articles of association (i) that would affect the substance or timing of the Company’s obligation to redeem 100% of its public Ordinary Shares if the Company does not complete its initial Business Combination within the required time period or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter. Very truly yours, Mericsson Distoken Acquisition Corporation By: Name: Axxx Xxxx Jxxx Xxxxx Title: Chief Executive Officer cc: Maxim Group LLCI-Bankers Securities, Inc. EXHIBIT E [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company 1 Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account – Extension Letter Dear Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section 1(l) of the Investment Management Trust Agreement between Distoken Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company, dated as of February 15, 2023 (the “Trust Agreement”), this is to advise you that the Company is extending the time available to consummate a Business Combination for an additional three (3) months, from _______ to _________ (the “Extension”). This Extension Letter shall serve as the notice required with respect to Extension prior to the Deadline. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to deposit [$600,000]2, which will be wired to you, into the Trust Account investments upon receipt. This is the ____ of up to three Extension Letters. Very truly yours, Distoken Acquisition Corporation By: Name: Jxxx Xxxxx Title: Chief Executive Officer cc: I-Bankers Securities, Inc. 2 $690,000 if the Underwriter’s over-allotment option was exercised in full.

Appears in 1 contract

Samples: Investment Management Trust Agreement (Distoken Acquisition Corp)

Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(i1(i) of the Investment Management Trust Agreement between Mericsson Cetus Capital Acquisition Corporation Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•]January 31, 2021 2023 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a Business Combination with a Target Business Company within the time frame specified in the Company’s amended Amended and restated memorandum and articles Restated Certificate of associationIncorporation, as described in the Company’s Prospectus prospectus relating to the Offeringits IPO. Capitalized terms used but herein and not otherwise defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account investments and to transfer the total proceeds into a segregated to the trust operating account held by you on behalf of the Beneficiaries at JPMorgan Chase Bank, N.A. to await distribution to the Public ShareholdersStockholders. The Company has selected [____________, 20__] as the effective date for the purpose of determining when the Public Shareholders Stockholders will be entitled to receive their share of the liquidation proceeds. It is acknowledged that no interest will be earned by the Company on the liquidation proceeds while on deposit in the trust operating account. You agree to be the Paying Agent of record and, and in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Shareholders Stockholders in accordance with the terms of the Trust Agreement and the amended Amended and restated memorandum and articles Restated Certificate of association Incorporation of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating funds in the Trust Account, your obligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section ‎1(i) of the Trust Agreement. Very truly yours, Mericsson Acquisition Corporation CETUS CAPITAL ACQUISITION CORP. By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC EX Xxxxxx EXHIBIT C [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx 1 Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx X.X. 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Tax Payment Instruction - Extension Letter Dear Mx. Xxxx and Mx. Xxxxxxxx: Xxxxxxxx Pursuant to Section ‎1(j1(j) of the Investment Management Trust Agreement between Mericsson Cetus Capital Acquisition Corporation Corp. (“Company”) and Continental Stock Transfer & Trust Company, LLC, dated as of , 2023 (“Trust Agreement”), this is to advise you that the Company is extending the time available in order to consummate a Business Combination with the Target Businesses for an additional _________ months, from _______ to _________ (the “Extension”). This Extension Letter shall serve as the notice required with respect to Extension prior to the Initial Deadline. Capitalized words used herein and not otherwise defined shall have the meanings ascribed to them in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to deposit $______________, or in any case, $0.10 per Unit), which will be wired to you, into the Trust Account investments upon receipt. Very truly yours, CETUS CAPITAL ACQUISITION CORP. By: Name: Title: cc: EX Xxxxxx EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company 1 Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, X.X. 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account - Stockholder Redemption Withdrawal Instruction Dear Mx. Xxxx and Mx. Xxxxxxxx Pursuant to Section 1(k) of the Investment Management Trust Agreement between Cetus Capital Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 2023 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company $[•] redeeming Public Stockholders of the Company $ of the principal and interest income earned on the Property as of the date hereofhereof into a segregated account held by you on behalf of the Beneficiaries. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay for its Public Stockholders who have properly elected to have their shares of Common Stock redeemed by the tax obligations Company in connection with a stockholder vote to approve an amendment to the Company’s amended and restated certificate of incorporation that would affect the substance or timing of the Company’s obligation to redeem 100% of its public shares of Common Stock if the Company has not consummated an initial Business Combination within such time as set forth is described in the Company’s amended and restated certificate of incorporation or with respect to any other provisions relating to stockholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter into a segregated account held by you on behalf of the Beneficiaries. Very truly yours, CETUS CAPITAL ACQUISITION CORP. By: Name: Title: cc: EX Xxxxxx EXHIBIT E [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company 1 Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, X.X. 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account Withdrawal Instructions Dear Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section 2(a) of the Investment Management Trust Agreement between Cetus Capital Acquisition Corp. (“Company”) and Continental Stock Transfer & Trust Company (“Trustee”), dated as of January 31, 2023 (“Trust Agreement”), the Company hereby requests that you deliver to the Company [$_______] of the interest income earned on the attached Property as of the date hereof. The Company needs such funds to pay for its tax return or tax statement obligations. In accordance with the terms of the Trust Agreement, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter to the Company’s operating account at: [WIRE INSTRUCTION INFORMATION] Very truly yours, Mericsson Acquisition Corporation CETUS CAPITAL ACQUISITION CORP. By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx EX Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Shareholder Redemption Withdrawal Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(k) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders of the Company $[•] of the principal and interest income earned on the Property as of the date hereof into a segregated account held by you on behalf of the Beneficiaries for distribution to the Shareholders who have requested redemption of their Ordinary Shares. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay its Public Shareholders who have properly elected to have their Ordinary Shares redeemed by the Company in connection with a shareholder vote to approve an amendment to the provisions of the Company’s amended and restated memorandum and articles of association (i) that would affect the substance or timing of the Company’s obligation to redeem 100% of its public Ordinary Shares if the Company does not complete its initial Business Combination within the required time period or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter. Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC

Appears in 1 contract

Samples: Investment Management Trust Agreement (Cetus Capital Acquisition Corp.)

Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(i1(i) of the Investment Management Trust Agreement between Mericsson Seaport Global Acquisition Corporation II Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•]_________, 2021 (the “Trust Agreement”), this is to advise you that the Company has been unable to did not effect a Business Combination business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s amended and restated memorandum and articles certificate of associationincorporation, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account and to transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public ShareholdersStockholders. The Company has selected [•] _________, 20__]1 as the effective date for the purpose of determining when the Public Shareholders Stockholders will be entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Shareholders Stockholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated memorandum and articles certificate of association of the Companyincorporation. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section ‎1(i1(i) of the Trust Agreement. Very truly yours, Mericsson Seaport Global Acquisition Corporation II Corp. By: Name: Axxx Xxxx Sxxxx Xxxxx Title: Chief Executive Officer cc: Maxim Group LLC EXHIBIT C [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx B. Xxxxx XxxxxxSecurities, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Tax Payment Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(j) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company $[•] of the interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay for the tax obligations as set forth on the attached tax return or tax statement . In accordance with the terms of the Trust Agreement, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter to the Company’s operating account at: [WIRE INSTRUCTION INFORMATION] Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Shareholder Redemption Withdrawal Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(k) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders of the Company $[•] of the principal and interest income earned on the Property as of the date hereof into a segregated account held by you on behalf of the Beneficiaries for distribution to the Shareholders who have requested redemption of their Ordinary Shares. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay its Public Shareholders who have properly elected to have their Ordinary Shares redeemed by the Company in connection with a shareholder vote to approve an amendment to the provisions of the Company’s amended and restated memorandum and articles of association (i) that would affect the substance or timing of the Company’s obligation to redeem 100% of its public Ordinary Shares if the Company does not complete its initial Business Combination within the required time period or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter. Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLCInc.

Appears in 1 contract

Samples: Investment Management Trust Agreement (Seaport Global Acquisition II Corp.)

Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(i1(i) of the Investment Management Trust Agreement between Mericsson Sustainable Development Acquisition Corporation I Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•]_________, 2021 (the “Trust Agreement”), this is to advise you that the Company has been unable to did not effect a Business Combination business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s amended and restated memorandum and articles certificate of associationincorporation, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account and to transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public ShareholdersStockholders. The Company has selected [•] _________, 20__]1 as the effective date for the purpose of determining when the Public Shareholders Stockholders will be entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Shareholders Stockholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated memorandum and articles certificate of association of the Companyincorporation. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section ‎1(i1(i) of the Trust Agreement. Very truly yours, Mericsson Sustainable Development Acquisition Corporation I Corp. By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC EXHIBIT C [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx XxxxxxBarclays Capital Inc. BofA Securities, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Tax Payment Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(j) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company $[•] of the interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay for the tax obligations as set forth on the attached tax return or tax statement . In accordance with the terms of the Trust Agreement, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter to the Company’s operating account at: [WIRE INSTRUCTION INFORMATION] Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Shareholder Redemption Withdrawal Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(k) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders of the Company $[•] of the principal and interest income earned on the Property as of the date hereof into a segregated account held by you on behalf of the Beneficiaries for distribution to the Shareholders who have requested redemption of their Ordinary Shares. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay its Public Shareholders who have properly elected to have their Ordinary Shares redeemed by the Company in connection with a shareholder vote to approve an amendment to the provisions of the Company’s amended and restated memorandum and articles of association (i) that would affect the substance or timing of the Company’s obligation to redeem 100% of its public Ordinary Shares if the Company does not complete its initial Business Combination within the required time period or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter. Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLCInc.

Appears in 1 contract

Samples: Investment Management Trust Agreement (Sustainable Development Acquisition I Corp.)

Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(i1(i) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation Sandbridge X2 Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•]March 9, 2021 (the “Trust Agreement”), this is to advise you that the Company has been unable to did not effect a Business Combination business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s amended and restated memorandum and articles certificate of associationincorporation, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account and to transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public ShareholdersStockholders. The Company has selected [•] _________, 20__]1 as the effective date for the purpose of determining when the Public Shareholders Stockholders will be entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Shareholders Stockholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated memorandum and articles certificate of association of the Companyincorporation. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section ‎1(i1(i) of the Trust Agreement. Very truly yours, Mericsson Acquisition Corporation Sandbridge X2 Corp. By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC EXHIBIT C [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Tax Payment Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(j) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company $[•] of the interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay for the tax obligations as set forth on the attached tax return or tax statement . In accordance with the terms of the Trust Agreement, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter to the Company’s operating account at: [WIRE INSTRUCTION INFORMATION] Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Shareholder Redemption Withdrawal Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(k) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders of the Company $[•] of the principal and interest income earned on the Property as of the date hereof into a segregated account held by you on behalf of the Beneficiaries for distribution to the Shareholders who have requested redemption of their Ordinary Shares. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay its Public Shareholders who have properly elected to have their Ordinary Shares redeemed by the Company in connection with a shareholder vote to approve an amendment to the provisions of the Company’s amended and restated memorandum and articles of association (i) that would affect the substance or timing of the Company’s obligation to redeem 100% of its public Ordinary Shares if the Company does not complete its initial Business Combination within the required time period or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter. Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLCCitigroup Global Markets Inc. Deutsche Bank Securities Inc.

Appears in 1 contract

Samples: Investment Management Trust Agreement (Sandbridge X2 Corp)

Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(i) of the Investment Management Trust Agreement between Mericsson Distoken Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·], 2021 2023 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a Business Combination with a Target Business within the time frame specified in the Company’s amended and restated memorandum and articles of association, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account and to transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public Shareholders. The Company has selected [·] as the effective date for the purpose of determining when the Public Shareholders will be entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Shareholders in accordance with the terms of the Trust Agreement and the amended and restated memorandum and articles of association of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section ‎1(i) of the Trust Agreement. Very truly yours, Mericsson Distoken Acquisition Corporation Corporatin By: Name: Axxx Xxxx Jxxx Xxxxx Title: Chief Executive Officer cc: Maxim Group LLC I-Bankers Securities, Inc. EXHIBIT C [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Tax Payment Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(j) of the Investment Management Trust Agreement between Mericsson Distoken Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·], 2021 2023 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company $[·] of the interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds [to pay for the tax obligations as set forth on the attached tax return or tax statement statement]. In accordance with the terms of the Trust Agreement, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter to the Company’s operating account at: [WIRE INSTRUCTION INFORMATION] Very truly yours, Mericsson Distoken Acquisition Corporation By: Name: Axxx Xxxx Jxxx Xxxxx Title: Chief Executive Officer cc: Maxim Group LLC I-Bankers Securities, Inc. EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Shareholder Redemption Withdrawal Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(k) of the Investment Management Trust Agreement between Mericsson Distoken Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·], 2021 2023 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders of the Company $[·] of the principal and interest income earned on the Property as of the date hereof into a segregated account held by you on behalf of the Beneficiaries for distribution to the Shareholders who have requested redemption of their Ordinary Shares. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay its Public Shareholders who have properly elected to have their Ordinary Shares redeemed by the Company in connection with a shareholder vote to approve an amendment to the provisions of the Company’s amended and restated memorandum and articles of association (i) that would affect the substance or timing of the Company’s obligation to redeem 100% of its public Ordinary Shares if the Company does not complete its initial Business Combination within the required time period or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter. Very truly yours, Mericsson Distoken Acquisition Corporation By: Name: Axxx Xxxx Jxxx Xxxxx Title: Chief Executive Officer cc: Maxim Group LLCI-Bankers Securities, Inc.

Appears in 1 contract

Samples: Investment Management Trust Agreement (Distoken Acquisition Corp)

Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(i1(i) of the Investment Management Trust Agreement between Mericsson Provident Acquisition Corporation Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·], 2021 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a Business Combination with a Target Business within the time frame specified in the Company’s amended and restated memorandum and articles of association, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account and to transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public Shareholders. The Company has selected [•] ·]1 as the effective date for the purpose of determining when the Public Shareholders will be entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Shareholders in accordance with the terms of the Trust Agreement and the amended and restated memorandum and articles of association of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section ‎1(i1(i) of the Trust Agreement. Very truly yours, Mericsson Provident Acquisition Corporation Corp. By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC EXHIBIT C [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Tax Payment Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(j) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company $[•] of the interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay for the tax obligations as set forth on the attached tax return or tax statement . In accordance with the terms of the Trust Agreement, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter to the Company’s operating account at: [WIRE INSTRUCTION INFORMATION] Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Shareholder Redemption Withdrawal Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(k) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders of the Company $[•] of the principal and interest income earned on the Property as of the date hereof into a segregated account held by you on behalf of the Beneficiaries for distribution to the Shareholders who have requested redemption of their Ordinary Shares. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay its Public Shareholders who have properly elected to have their Ordinary Shares redeemed by the Company in connection with a shareholder vote to approve an amendment to the provisions of the Company’s amended and restated memorandum and articles of association (i) that would affect the substance or timing of the Company’s obligation to redeem 100% of its public Ordinary Shares if the Company does not complete its initial Business Combination within the required time period or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter. Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC:

Appears in 1 contract

Samples: Investment Management Trust Agreement (Provident Acquisition Corp.)

Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(i1(i) of the Investment Management Trust Agreement between Mericsson Monocle Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 2018 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a Business Combination business combination with a Target Business within the time frame specified in the Company’s amended Amended and restated memorandum and articles Restated Certificate of associationIncorporation, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account on , 20 and to transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public ShareholdersStockholders. The Company has selected [•] [ ](1) as the effective record date for the purpose of determining when the Public Shareholders will be Stockholders entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Shareholders Stockholders in accordance with the terms of the Trust Agreement and the amended Amended and restated memorandum and articles Restated Certificate of association Incorporation of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section ‎1(i1(i) of the Trust Agreement. Very truly yours, Mericsson Monocle Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC EXHIBIT C [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Tax Payment Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(j) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company $[•] of the interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay for the tax obligations as set forth on the attached tax return or tax statement . In accordance with the terms of the Trust Agreement, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter to the Company’s operating account at: [WIRE INSTRUCTION INFORMATION] Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Shareholder Redemption Withdrawal Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(k) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders of the Company $[•] of the principal and interest income earned on the Property as of the date hereof into a segregated account held by you on behalf of the Beneficiaries for distribution to the Shareholders who have requested redemption of their Ordinary Shares. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay its Public Shareholders who have properly elected to have their Ordinary Shares redeemed by the Company in connection with a shareholder vote to approve an amendment to the provisions of the Company’s amended and restated memorandum and articles of association (i) that would affect the substance or timing of the Company’s obligation to redeem 100% of its public Ordinary Shares if the Company does not complete its initial Business Combination within the required time period or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter. Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC:

Appears in 1 contract

Samples: Investment Management Trust Agreement (Monocle Acquisition Corp)

Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(i1(i) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation Hxxxxxxx Xxxx Alliance Holdings I, Inc. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•]_________, 2021 2020 (the “Trust Agreement”), this is to advise you that the Company has been unable to did not effect a Business Combination business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s amended and restated memorandum and articles certificate of associationincorporation, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account and to transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public ShareholdersStockholders. The Company has selected [•] _________, 20__]1 as the effective date for the purpose of determining when the Public Shareholders Stockholders will be entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Shareholders Stockholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated memorandum and articles certificate of association of the Companyincorporation. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section ‎1(i1(i) of the Trust Agreement. Very truly yours, Mericsson Acquisition Corporation Hxxxxxxx Xxxx Alliance Holdings I, Inc. By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group J.X. Xxxxxx Securities, LLC EXHIBIT C [Letterhead of Company] [Insert date] Continental Stock Transfer Mxxxxx Sxxxxxx & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Tax Payment Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(j) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company $[•] of the interest income earned on the Property as of the date hereof. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay for the tax obligations as set forth on the attached tax return or tax statement . In accordance with the terms of the Trust Agreement, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter to the Company’s operating account at: [WIRE INSTRUCTION INFORMATION] Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Shareholder Redemption Withdrawal Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(k) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders of the Company $[•] of the principal and interest income earned on the Property as of the date hereof into a segregated account held by you on behalf of the Beneficiaries for distribution to the Shareholders who have requested redemption of their Ordinary Shares. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay its Public Shareholders who have properly elected to have their Ordinary Shares redeemed by the Company in connection with a shareholder vote to approve an amendment to the provisions of the Company’s amended and restated memorandum and articles of association (i) that would affect the substance or timing of the Company’s obligation to redeem 100% of its public Ordinary Shares if the Company does not complete its initial Business Combination within the required time period or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter. Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group Co. LLC

Appears in 1 contract

Samples: Investment Management Trust Agreement (Hamilton Lane Alliance Holdings I, Inc.)

Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(i1(i) of the Investment Management Trust Agreement between Mericsson Cetus Capital Acquisition Corporation Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•]________, 2021 2023 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a Business Combination with a Target Business Company within the time frame specified in the Company’s amended Amended and restated memorandum and articles Restated Certificate of associationIncorporation, as described in the Company’s Prospectus prospectus relating to the Offeringits IPO. Capitalized terms used but herein and not otherwise defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account investments and to transfer the total proceeds into a segregated to the trust operating account held by you on behalf of the Beneficiaries at JPMorgan Chase Bank, N.A. to await distribution to the Public ShareholdersStockholders. The Company has selected [____________, 20__] as the effective date for the purpose of determining when the Public Shareholders Stockholders will be entitled to receive their share of the liquidation proceeds. It is acknowledged that no interest will be earned by the Company on the liquidation proceeds while on deposit in the trust operating account. You agree to be the Paying Agent of record and, and in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Shareholders Stockholders in accordance with the terms of the Trust Agreement and the amended Amended and restated memorandum and articles Restated Certificate of association Incorporation of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating funds in the Trust Account, your obligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section ‎1(i) of the Trust Agreement. Very truly yours, Mericsson Acquisition Corporation CETUS CAPITAL ACQUISITION CORP. By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC EX Xxxxxx EXHIBIT C [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx 1 Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx30th Floor New York, Xxx Xxxx 00000 N.Y. 10004 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Tax Payment Instruction - Extension Letter Dear Mx. Xxxx and Mx. Xxxxxxxx: Xxxxxxxx Pursuant to Section ‎1(j1(j) of the Investment Management Trust Agreement between Mericsson Cetus Capital Acquisition Corporation Corp. (“Company”) and Continental Stock Transfer & Trust Company, LLC, dated as of , 2023 (“Trust Agreement”), this is to advise you that the Company is extending the time available in order to consummate a Business Combination with the Target Businesses for an additional _________ months, from _______ to _________ (the “Extension”). This Extension Letter shall serve as the notice required with respect to Extension prior to the Initial Deadline. Capitalized words used herein and not otherwise defined shall have the meanings ascribed to them in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to deposit $______________, or in any case, $0.10 per Unit), which will be wired to you, into the Trust Account investments upon receipt. Very truly yours, CETUS CAPITAL ACQUISITION CORP. By: Name: Title: cc: EX Xxxxxx EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company 1 Xxxxx Xxxxxx, 30th Floor New York, N.Y. 10004 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account - Stockholder Redemption Withdrawal Instruction Dear Mx. Xxxx and Mx. Xxxxxxxx Pursuant to Section 1(k) of the Investment Management Trust Agreement between Cetus Capital Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 2023 (the “Trust Agreement”), the Company hereby requests that you deliver to the Company $[•] redeeming Public Stockholders of the Company $ of the principal and interest income earned on the Property as of the date hereofhereof into a segregated account held by you on behalf of the Beneficiaries. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay for its Public Stockholders who have properly elected to have their shares of Common Stock redeemed by the tax obligations Company in connection with a stockholder vote to approve an amendment to the Company’s amended and restated certificate of incorporation that would affect the substance or timing of the Company’s obligation to redeem 100% of its public shares of Common Stock if the Company has not consummated an initial Business Combination within such time as set forth is described in the Company’s amended and restated certificate of incorporation or with respect to any other provisions relating to stockholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter into a segregated account held by you on behalf of the Beneficiaries. Very truly yours, CETUS CAPITAL ACQUISITION CORP. By: Name: Title: cc: EX Xxxxxx EXHIBIT E [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company 1 Xxxxx Xxxxxx, 30th Floor New York, N.Y. 10004 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account Withdrawal Instructions Dear Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section 2(a) of the Investment Management Trust Agreement between Cetus Capital Acquisition Corp. (“Company”) and Continental Stock Transfer & Trust Company (“Trustee”), dated as of ________, 2023 (“Trust Agreement”), the Company hereby requests that you deliver to the Company [$_______] of the interest income earned on the attached Property as of the date hereof. The Company needs such funds to pay for its tax return or tax statement obligations. In accordance with the terms of the Trust Agreement, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter to the Company’s operating account at: [WIRE INSTRUCTION INFORMATION] Very truly yours, Mericsson Acquisition Corporation CETUS CAPITAL ACQUISITION CORP. By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC EXHIBIT D [Letterhead of Company] [Insert date] Continental Stock Transfer & Trust Company Oxx Xxxxx EX Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Fxxxxxx Xxxx and Cxxxxxx Xxxxxxxx Re: Trust Account No. Shareholder Redemption Withdrawal Instruction Mx. Xxxx and Mx. Xxxxxxxx: Pursuant to Section ‎1(k) of the Investment Management Trust Agreement between Mericsson Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [•], 2021 (the “Trust Agreement”), the Company hereby requests that you deliver to the redeeming Public Shareholders of the Company $[•] of the principal and interest income earned on the Property as of the date hereof into a segregated account held by you on behalf of the Beneficiaries for distribution to the Shareholders who have requested redemption of their Ordinary Shares. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. The Company needs such funds to pay its Public Shareholders who have properly elected to have their Ordinary Shares redeemed by the Company in connection with a shareholder vote to approve an amendment to the provisions of the Company’s amended and restated memorandum and articles of association (i) that would affect the substance or timing of the Company’s obligation to redeem 100% of its public Ordinary Shares if the Company does not complete its initial Business Combination within the required time period or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity. As such, you are hereby directed and authorized to transfer (via wire transfer) such funds promptly upon your receipt of this letter. Very truly yours, Mericsson Acquisition Corporation By: Name: Axxx Xxxx Title: Chief Executive Officer cc: Maxim Group LLC

Appears in 1 contract

Samples: Investment Management Trust Agreement (Cetus Capital Acquisition Corp.)

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