Xxxx and Xx. Xxxxxxxx: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Xxxxxxxx Xxxx Alliance Holdings I, Inc. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of _________, 2020 (the “Trust Agreement”), this is to advise you that the Company did not effect a business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s amended and restated certificate of incorporation, 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 transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public Stockholders. The Company has selected [_________, 20__]1 as the effective date for the purpose of determining when the Public 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 Stockholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated certificate of incorporation. 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, Xxxxxxxx Xxxx Alliance Holdings I, Inc. By: Name: Title: cc: X.X. Xxxxxx Securities, LLC Xxxxxx Xxxxxxx & Co. LLC
Appears in 2 contracts
Samples: Investment Management Trust Agreement (Hamilton Lane Alliance Holdings I, Inc.), Investment Management Trust Agreement (Hamilton Lane Alliance Holdings I, Inc.)
Xxxx and Xx. Xxxxxxxx: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Xxxxxxxx Xxxx Alliance Holdings IDPCM Capital, Inc. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of _________, 2020 (the “Trust Agreement”), this is to advise you that the Company did not effect a business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s amended and restated certificate of incorporation, 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 transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public Stockholders. The Company has selected [_________, 20__]1 as the effective date for the purpose of determining when the Public 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 Stockholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated certificate of incorporation. 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, Xxxxxxxx Xxxx Alliance Holdings IDPCM Capital, Inc. By: Name: Title: cc: X.X. Xxxxxx Securities, LLC Xxxxxx Xxxxxxx & Co. LLC:
Appears in 2 contracts
Samples: Investment Management Trust Agreement (DPCM Capital, Inc.), Investment Management Trust Agreement (DPCM Capital, Inc.)
Xxxx and Xx. Xxxxxxxx: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Xxxxxxxx Xxxx Alliance Holdings I, Inc. Replay Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of _________, 2020 2019 (the “Trust Agreement”), this is to advise you that the Company did not has been unable to 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 certificate memorandum and articles of incorporationassociation, 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 StockholdersShareholders. The Company has selected [_________, 20__]1 20 , as the effective date for the purpose of determining when the Public Stockholders 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 Stockholders Shareholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated certificate memorandum and articles of incorporationassociation 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, Xxxxxxxx Xxxx Alliance Holdings I, Inc. Replay Acquisition Corp. By: Name: Title: cc: X.X. Xxxxxx Securities, LLC Xxxxxx Xxxxxxx & Co. LLC:
Appears in 2 contracts
Samples: Investment Management Trust Agreement (Replay Acquisition Corp.), Investment Management Trust Agreement (Replay Acquisition Corp.)
Xxxx and Xx. Xxxxxxxx: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Xxxxxxxx Xxxx Alliance Holdings I, Inc. Intelligent Medicine Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of _________, 2020 2021 (the “Trust Agreement”), this is to advise you that the Company did not effect a business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s amended and restated certificate of incorporation, 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 transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public Stockholders. The Company has selected [_________, 20__]1 as the effective date for the purpose of determining when the Public 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 Stockholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated certificate of incorporation. 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, Xxxxxxxx Xxxx Alliance Holdings I, Inc. Intelligent Medicine Acquisition Corp. By: Name: Title: cc: X.X. Xxxxxx Securities, LLC Xxxxxx Xxxxxxx Cantor Xxxxxxxxxx & Co. LLCCo.
Appears in 2 contracts
Samples: Investment Management Trust Agreement (Intelligent Medicine Acquisition Corp.), Investment Management Trust Agreement (Intelligent Medicine Acquisition Corp.)
Xxxx and Xx. Xxxxxxxx: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Xxxxxxxx Xxxx Alliance KKR Acquisition Holdings I, Inc. I Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of _________[●], 2020 2021 (the “Trust Agreement”), this is to advise you that the Company did not effect a business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s amended and restated certificate of incorporation, 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 transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public Stockholders. The Company has selected [[ ____________________, 20__]1 20_]1 as the effective date for the purpose of determining when the Public 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 Stockholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated certificate of incorporation. 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, Xxxxxxxx Xxxx Alliance KKR Acquisition Holdings I, Inc. I Corp. By: Name: Title: cc: X.X. Xxxxxx Securities, LLC Xxxxxx Xxxxxxx & Co. LLC:
Appears in 2 contracts
Samples: Investment Management Trust Agreement (KKR Acquisition Holdings I Corp.), Investment Management Trust Agreement (KKR Acquisition Holdings I Corp.)
Xxxx and Xx. Xxxxxxxx: Pursuant to Section 1(i1(i) of the Investment Management Trust Agreement between Xxxxxxxx Xxxx Alliance Holdings I, Inc. AIB Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of _________[•], 2020 2022 (the “Trust Agreement”), this is to advise you that the Company did not has been unable to 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 certificate memorandum and articles of incorporationassociation, 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 StockholdersShareholders. The Company has selected [_________, 20__]1 •] as the effective date for the purpose of determining when the Public Stockholders 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 Stockholders Shareholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated certificate memorandum and articles of incorporationassociation 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, Xxxxxxxx Xxxx Alliance Holdings I, Inc. AIB Acquisition Corporation By: Name: Xxxx Xxxx Title: Chief Executive Officer and Chief Financial Officer cc: X.X. Xxxxxx SecuritiesMaxim Group LLC Continental Stock Transfer & Trust Company Xxx Xxxxx Xxxxxx, LLC Xxxxxx 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxxxx & Co. LLCXxxx and Xxxxxxx Xxxxxxxx Re: Trust Account Tax Payment Instruction
Appears in 1 contract
Samples: Investment Management Trust Agreement (AIB Acquisition Corp)
Xxxx and Xx. Xxxxxxxx: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Xxxxxxxx Xxxx Alliance Holdings I, Inc. Pine Island Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of _________, 2020 (the “Trust Agreement”), this is to advise you that the Company did not effect a business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s amended and restated certificate of incorporation, 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 transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public Stockholders. The Company has selected [_________, 20__]1 as the effective date for the purpose of determining when the Public 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 Stockholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated certificate of incorporation. 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, Xxxxxxxx Xxxx Alliance Holdings I, Inc. Pine Island Acquisition Corp. By: Name: Title: cc: X.X. Xxxxxx Securities, LLC Xxxxxx Xxxxxxx & Co. LLCCitigroup Global Markets Inc.
Appears in 1 contract
Samples: Investment Management Trust Agreement (Pine Island Acquisition Corp.)
Xxxx and Xx. Xxxxxxxx: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Xxxxxxxx Xxxx Alliance Holdings I, Inc. Cascade Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of _________, 2020 (the “Trust Agreement”), this is to advise you that the Company did not effect a business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s amended and restated certificate of incorporationCharter, 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 transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public Stockholders. The Company has selected [_________, 20__]1 as the effective date for the purpose of determining when the Public 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 Stockholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated certificate of incorporationCharter. 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, Xxxxxxxx Xxxx Alliance Holdings I, Inc. Cascade Acquisition Corp. By: Name: Title: cc: X.X. Xxxxxx Securities, LLC Xxxxxx Xxxxxxx & Co. LLC:
Appears in 1 contract
Samples: Investment Management Trust Agreement (Cascade Acquisition Corp)
Xxxx and Xx. Xxxxxxxx: Pursuant to Section 1(i1(i) of the Investment Management Trust Agreement between Xxxxxxxx Xxxx Alliance Holdings I, Inc. ClimateRock (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of _________[•], 2020 2022 (the “Trust Agreement”), this is to advise you that the Company did not has been unable to 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 certificate memorandum and articles of incorporationassociation, 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 StockholdersShareholders. The Company has selected [_________, 20__]1 •] as the effective date for the purpose of determining when the Public Stockholders 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 Stockholders Shareholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated certificate memorandum and articles of incorporationassociation 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, Xxxxxxxx Xxxx Alliance Holdings I, Inc. ClimateRock By: Name: Per Regnarsson Title: Chief Executive Officer and Director cc: X.X. Xxxxxx SecuritiesMaxim Group LLC Continental Stock Transfer & Trust Company Xxx Xxxxx Xxxxxx, LLC Xxxxxx 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxxxx & Co. LLCXxxx and Xxxxxxx Xxxxxxxx Re: Trust Account Tax Payment Instruction
Appears in 1 contract
Samples: Investment Management Trust Agreement (ClimateRock)
Xxxx and Xx. Xxxxxxxx: Pursuant to Section 1(i1(i) of the Investment Management Trust Agreement between Xxxxxxxx Xxxx Alliance Holdings I, Inc. AIB Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of _________[●], 2020 2021 (the “Trust Agreement”), this is to advise you that the Company did not has been unable to 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 certificate memorandum and articles of incorporationassociation, 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 StockholdersShareholders. The Company has selected [_________, 20__]1 ●] as the effective date for the purpose of determining when the Public Stockholders 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 Stockholders Shareholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated certificate memorandum and articles of incorporationassociation 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, Xxxxxxxx Xxxx Alliance Holdings I, Inc. AIB Acquisition Corporation By: Name: Xxxx Xxxx Title: Chief Executive Officer and Chief Financial Officer cc: X.X. Xxxxxx SecuritiesMaxim Group LLC Continental Stock Transfer & Trust Company Xxx Xxxxx Xxxxxx, LLC Xxxxxx 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxxxx & Co. LLCXxxx and Xxxxxxx Xxxxxxxx Re: Trust Account Tax Payment Instruction
Appears in 1 contract
Samples: Investment Management Trust Agreement (AIB Acquisition Corp)
Xxxx and Xx. Xxxxxxxx: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Xxxxxxxx Xxxx Alliance Holdings I, KINS Technology Group Inc. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of _________[l], 2020 (the “Trust Agreement”), this is to advise you that the Company did not has been unable to effect a business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s amended and restated certificate of incorporation, as described in the Company’s Prospectus Registration Statement 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 the trust operating account held by you on behalf of the Beneficiaries at X.X. Xxxxxx Xxxxx Bank, N.A. to await distribution to the Public Stockholders. The Company has selected [_________, 20__]1 ______ as the effective date for the purpose of determining when the Public 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 Stockholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated certificate of incorporationincorporation 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(j) of the Trust Agreement. Very truly yours, Xxxxxxxx Xxxx Alliance Holdings I, KINS Technology Group Inc. By: Name: Title: cc: X.X. Xxxxxx Securities, LLC Xxxxxx Xxxxxxx & Co. LLC:
Appears in 1 contract
Samples: Investment Management Trust Agreement (KINS Technology Group, Inc.)
Xxxx and Xx. Xxxxxxxx: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Xxxxxxxx Xxxx Alliance Holdings I, Inc. OCA Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of _________January 14, 2020 2021 (the “Trust Agreement”), this is to advise you that the Company did not effect a business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s amended and restated certificate of incorporation, 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 transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public Stockholders. The Company has selected [_________, 20__]1 as the effective date for the purpose of determining when the Public 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 Stockholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated certificate of incorporation. 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, Xxxxxxxx Xxxx Alliance Holdings I, Inc. OCA Acquisition Corp. By: Name: Title: cc: X.X. Xxxxxx SecuritiesXxxxxx, LLC Xxxxxx Xxxxxxx Xxxxxxxx & Co. LLCCompany, Incorporated Nomura Securities International, Inc.
Appears in 1 contract
Samples: Investment Management Trust Agreement (OCA Acquisition Corp.)
Xxxx and Xx. Xxxxxxxx: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Xxxxxxxx Xxxx Alliance Holdings I, Inc. Climate Real Impact Solutions II Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of _________January 26, 2020 2021 (the “Trust Agreement”), this is to advise you that the Company did not effect a business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s amended and restated certificate of incorporation, 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 transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public Stockholders. The Company has selected [_________, 20__]1 as the effective date for the purpose of determining when the Public 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 Stockholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated certificate of incorporation. 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, Xxxxxxxx Xxxx Alliance Holdings I, Inc. Climate Real Impact Solutions II Acquisition Corporation By: Name: Title: cc: X.X. Xxxxxx Barclays Capital Inc. BofA Securities, LLC Xxxxxx Xxxxxxx & Co. LLCInc.
Appears in 1 contract
Samples: Investment Management Trust Agreement (Climate Real Impact Solutions II Acquisition Corp)
Xxxx and Xx. Xxxxxxxx: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Xxxxxxxx Xxxx Alliance Holdings I, Inc. Keen Vision Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [_________], 2020 2023 (the “Trust Agreement”), this is to advise you that the Company did not has been unable to effect a business combination with a Target Business (the “Business Combination”) Combination within the time frame specified in the Company’s amended Amended and restated certificate Restated Memorandum and Articles of incorporationAssociation, 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 transfer to keep the total proceeds into a segregated account held by you on behalf of thereof in the Beneficiaries Trust Operating Account at X.X. Xxxxxx Xxxxx Bank, N.A. to await distribution to the Public StockholdersShareholders. The Company has selected [[ __________ , 20__]1 2023][1] as the effective date for the purpose of determining when the Public Stockholders 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 Stockholders Shareholders in accordance with the terms of the Trust Agreement and the Amended and Restated Memorandum and Articles of Association of the Company’s amended and restated certificate of incorporation. 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, KEEN VISION ACQUISITION CORPORATION By: Name: Title: [1]12 months from the closing of the IPO By: Name: Title: Secretary/Assistant Secretary XX Xxxxxx, division of Benchmark Investments, LLC By: Name: Title: Continental Stock Transfer & Trust Company 0 Xxxxx Xxxxxx. 30th Floor New York, NY 10004 Attn: Xxxxxxx Xxxx and Xxxxxxx Xxxxxxxx Re: Trust Account - [Tax][Working Capital] Withdrawal Instruction Dear Xx. Xxxx Alliance Holdings Iand Xx. Xxxxxxxx: Pursuant to Section 1(j) of the Investment Management Trust Agreement between Keen Vision Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), Inc. dated as of [●], 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] [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: Very truly yours, Keen Vision Acquisition Corporation By: Name: Title: cc: X.X. Xxxxxx SecuritiesXX Xxxxxx, division of Benchmark Investments, LLC Xxxxxx Continental Stock Transfer & Trust Company 0 Xxxxx Xxxxxx. 30th Floor New York, NY 10004 Attn: Xxxxxxx Xxxx and Xxxxxxx Xxxxxxxx Re: Trust Account - Shareholder Redemption Withdrawal Instruction Dear Xx. Xxxx and Xx. Xxxxxxxx: Pursuant to Section 1(k) of the Investment Management Trust Agreement between Keen Vision Acquisition Corporation (the “Company”) and Continental Stock Transfer & Co. LLCTrust Company (the “Trustee”), dated as of [●], 2023 (the “Trust Agreement”), the Company hereby requests that you deliver $ of the principal and interest income earned on the Property as of the date hereof to a segregated account held by you on behalf of Public Shareholders who have 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 the Public Shareholders who have properly elected to have their Public Shares redeemed by the Company in connection with a shareholder vote to approve an amendment to the Company’s Amended and Restated Memorandum and Articles of 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 the Public Shares if the Company has not consummated an initial Business Combination within such time as is described in the Company’s Amended and Restated Memorandum and Articles of Association or to affect provisions of the Company’s Amended and Restated Memorandum and Articles of Association relating to the Company’s pre-initial Business Combination activity 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 letter to a segregated account held by you on behalf of such Public Shareholders. Very truly yours, Keen Vision Acquisition Corporation By: Name: Title: cc: XX Xxxxxx, division of Benchmark Investments, LLC Continental Stock Transfer & Trust Company 0 Xxxxx Xxxxxx. 30th Floor New York, NY 10004 Attn: Xxxxxxx Xxxx and Xxxxxxx Xxxxxxxx Re: Trust Account - Extension Letter Dear Xx. Xxxx and Xx. Xxxxxxxx: Pursuant to Section 1(l) of the Investment Management Trust Agreement between Keen Vision Acquisition Corporation (“Company”) and Continental Stock Transfer & Trust Company 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 three (3)/six (6) 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 $1,300,000 (or $1,495,000 if the underwriters’ over-allotment option was exercised in full), which will be wired to you, into the Trust Account investments upon receipt.] [Pursuant to our amended and restated memorandum and articles of association, we have entered into a letter of intent, agreement in principle or definitive agreement for a business combination within 9 months from the closing of our IPO, as evidenced by the press release attached hereto that the Company released on _________, 20___.] Very truly yours, Keen Vision Acquisition Corporation By: Name: Title:
Appears in 1 contract
Samples: Investment Management Trust Agreement (Keen Vision Acquisition Corp.)
Xxxx and Xx. Xxxxxxxx: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Xxxxxxxx Xxxx Alliance Holdings I, Inc. Capstar Special Purpose Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of _________, 2020 (the “Trust Agreement”), this is to advise you that the Company did not effect a business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s amended and restated certificate of incorporation, 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 transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public Stockholders. The Company has selected [_________, 20__]1 as the effective date for the purpose of determining when the Public 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 Stockholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated certificate of incorporation. 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, Xxxxxxxx Xxxx Alliance Holdings I, Inc. Capstar Special Purpose Acquisition Corp. By: Name: Title: cc: X.X. Xxxxxx SecuritiesCitigroup Global Markets Inc. UBS Securities LLC BTIG, LLC Xxxxxx Xxxxxxx & Co. LLC
Appears in 1 contract
Samples: Investment Management Trust Agreement (Capstar Special Purpose Acquisition Corp.)
Xxxx and Xx. Xxxxxxxx: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Xxxxxxxx Xxxx Alliance Holdings IFirst Light Acquisition Group, Inc. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of _________[●], 2020 2021 (the “Trust Agreement”), this is to advise you that the Company did not has been unable to effect a business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s amended and restated certificate of incorporation, 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 the trust operating account held by you on behalf of the Beneficiaries at X.X. Xxxxxx Xxxxx Bank, N.A. to await distribution to the Public Stockholders. The Company has selected [_________, 20__]1 [ ]1 as the effective date for the purpose of determining when the Public 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 Stockholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated certificate of incorporation. 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(j) of the Trust Agreement. Very truly yours, Xxxxxxxx Xxxx Alliance Holdings IFirst Light Acquisition Group, Inc. By: Name: Title: cc: X.X. Xxxxxx Securities, LLC Xxxxxx Xxxxxxx & Co. LLCInc.
Appears in 1 contract
Samples: Investment Management Trust Agreement (First Light Acquisition Group, Inc.)
Xxxx and Xx. Xxxxxxxx: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Xxxxxxxx Xxxx Alliance Holdings I, Inc. Sandbridge X2 Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of _________[●], 2020 2021 (the “Trust Agreement”), this is to advise you that the Company did not effect a business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s amended and restated certificate of incorporation, 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 transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public Stockholders. The Company has selected [_________, 20__]1 as the effective date for the purpose of determining when the Public 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 Stockholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated certificate of incorporation. 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, Xxxxxxxx Xxxx Alliance Holdings I, Inc. Sandbridge X2 Corp. By: Name: Title: cc: X.X. Xxxxxx Securities, LLC Xxxxxx Xxxxxxx & Co. LLCCitigroup Global Markets Inc. Deutsche Bank Securities Inc.
Appears in 1 contract
Samples: Investment Management Trust Agreement (Sandbridge X2 Corp)
Xxxx and Xx. Xxxxxxxx: Pursuant to Section 1(i1(i) of the Investment Management Trust Agreement between Xxxxxxxx Xxxx Alliance Holdings I, Inc. LIV Capital Acquisition Corp. II (“the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of _________[●], 2020 2022 (the “Trust Agreement”), this is to advise you that the Company did not has been unable to 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 certificate memorandum and articles of incorporationassociation, 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 StockholdersShareholders. The Company has selected [_________, 20__]1 ●] as the effective date for the purpose of determining when the Public Stockholders 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 Stockholders Shareholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated certificate memorandum and articles of incorporationassociation 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, Xxxxxxxx Xxxx Alliance Holdings I, Inc. LIV Capital Acquisition Corp. II By: Name: Title: cc: X.X. Xxxxxx SecuritiesEarlyBirdCapital, LLC Xxxxxx Inc. Continental Stock Transfer & Trust Company Xxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxxxx & Co. LLCXxxx and Xxxxxxx Xxxxxxxx Re: Trust Account Tax Payment Instruction
Appears in 1 contract
Samples: Investment Management Trust Agreement (LIV Capital Acquisition Corp. II)
Xxxx and Xx. Xxxxxxxx: Pursuant to Section paragraph 1(i) of the Investment Management Trust Agreement between Xxxxxxxx Xxxx Alliance Holdings I, Inc. Mountain Crest Acquisition Corp. II (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of _________[*], 2020 (the “Trust Agreement”), this is to advise you that the Company did not has been unable to effect a business combination Business Combination with a Target Business (the “Business Combination”) Company within the time frame specified in the Company’s amended Amended and restated certificate Restated Certificate of incorporationIncorporation, 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 account held by you on behalf of to the Beneficiaries Trust Operating Account at JPMorgan Chase Bank, N.A. to await distribution to the Public StockholdersShareholders. The Company has selected [_________[ , 20__]1 20 ] as the effective record date for the purpose of determining when the Public Stockholders Shareholders 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 Stockholders Shareholders in accordance with the terms of the Trust Agreement and the Amended and Restated Certificate of Incorporation of the Company’s amended and restated certificate of incorporation. 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, Xxxxxxxx Xxxx Alliance Holdings I, Inc. MOUNTAIN CREST ACQUISITION CORP. II By: Name: Title: By: Name: Title: Secretary/Assistant Secretary cc: X.X. Xxxxxx SecuritiesChardan Capital Markets, LLC Xxxxxx Continental Stock Transfer & Trust Company 0 Xxxxx Xxxxxx, 00xx xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxxxx & Co. LLCXxxx and Xxxxxxx Xxxxxxxx Re: Trust Account – Tax Withdrawal Instruction Letter
Appears in 1 contract
Samples: Investment Management Trust Agreement (Mountain Crest Acquisition Corp II)
Xxxx and Xx. Xxxxxxxx: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Xxxxxxxx Xxxx Alliance Holdings I, Inc. Itiquira Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of _________[ ], 2020 2021 (the “Trust Agreement”), this is to advise you that the Company did not effect a business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s amended and restated certificate memorandum and articles of incorporationassociation, 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 transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public StockholdersShareholders. The Company has selected [_________, 20__]1 as the effective date for the purpose of determining when the Public Stockholders 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 Stockholders Shareholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated certificate memorandum and articles of incorporationassociation. 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, Xxxxxxxx Xxxx Alliance Holdings I, Inc. Itiquira Acquisition Corp. By: Name: Title: cc: X.X. Xxxxxx Securities, LLC Xxxxxx Xxxxxxx & Co. LLC:
Appears in 1 contract
Samples: Investment Management Trust Agreement (Itiquira Acquisition Corp.)
Xxxx and Xx. Xxxxxxxx: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Xxxxxxxx Xxxx Alliance Holdings I, Inc. Keen Vision Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of _________[ ], 2020 2023 (the “Trust Agreement”), this is to advise you that the Company did not has been unable to effect a business combination with a Target Business (the “Business Combination”) Combination within the time frame specified in the Company’s amended Amended and restated certificate Restated Memorandum and Articles of incorporationAssociation, 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 transfer to keep the total proceeds into a segregated account held by you on behalf of thereof in the Beneficiaries Trust Operating Account at X.X. Xxxxxx Xxxxx Bank, N.A. to await distribution to the Public StockholdersShareholders. The Company has selected [_________[ , 20__]1 2023] as the effective date for the purpose of determining when the Public Stockholders 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 Stockholders Shareholders in accordance with the terms of the Trust Agreement and the Amended and Restated Memorandum and Articles of Association of the Company’s amended and restated certificate of incorporation. 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, Xxxxxxxx Xxxx Alliance Holdings I, Inc. KEEN VISION ACQUISITION CORPORATION By: Name: Title: ccBy: X.X. Xxxxxx SecuritiesName: Title: Secretary/Assistant Secretary XX Xxxxxx, division of Benchmark Investments, LLC Xxxxxx By: Name: Title: Continental Stock Transfer & Trust Company 0 Xxxxx Xxxxxx, 30th Floor New York, NY 10004 Attn: Xxxxxxx Xxxx and Xxxxxxx Xxxxxxxx Re: Trust Account - [Tax][Working Capital] Withdrawal Instruction Dear Xx. Xxxx and Xx. Xxxxxxxx: Pursuant to Section 1(j) of the Investment Management Trust Agreement between Keen Vision Acquisition Corporation (the “Company”) and Continental Stock Transfer & Co. LLCTrust Company (the “Trustee”), dated as of [●], 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] [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: Very truly yours, Keen Vision Acquisition Corporation By: Name: Title:
Appears in 1 contract
Samples: Investment Management Trust Agreement (Keen Vision Acquisition Corp.)
Xxxx and Xx. Xxxxxxxx: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Xxxxxxxx Xxxx Alliance Holdings I, Inc. Seaport Global Acquisition II Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of _________November 17, 2020 2021 (the “Trust Agreement”), this is to advise you that the Company did not effect a business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s amended and restated certificate of incorporation, 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 transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public Stockholders. The Company has selected [_________, 20__]1 as the effective date for the purpose of determining when the Public 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 Stockholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated certificate of incorporation. 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, Xxxxxxxx Xxxx Alliance Holdings I, Inc. Seaport Global Acquisition II Corp. By: Name: Xxxxxxx Xxxxx Title: Chief Executive Officer cc: X.X. Xxxxxx X. Xxxxx Securities, LLC Xxxxxx Xxxxxxx & Co. LLCInc.
Appears in 1 contract
Samples: Investment Management Trust Agreement (Seaport Global Acquisition II Corp.)
Xxxx and Xx. Xxxxxxxx: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Xxxxxxxx Xxxx Alliance Holdings I, Inc. Itiquira Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of _________[ ], 2020 2021 (the “Trust Agreement”), this is to advise you that the Company did not effect a business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s amended and restated certificate memorandum and articles of incorporationassociation, 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 transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public StockholdersShareholders. The Company has selected [_________, 20__]1 as the effective date for the purpose of determining when the Public Stockholders 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 Stockholders Shareholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated certificate memorandum and articles of incorporationassociation. 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, Xxxxxxxx Xxxx Alliance Holdings I, Inc. Itiquira Acquisition Corp. By: Name: Title: cc: X.X. Xxxxxx Securities, LLC Xxxxxx Xxxxxxx & Co. Citigroup Global Markets Inc. UBS Securities LLC
Appears in 1 contract
Samples: Investment Management Trust Agreement (Itiquira Acquisition Corp.)