Common use of Purchase of Units Clause in Contracts

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one share of common stock, $0.0001 par value per share (the “Common Stock”), and one-half of one redeemable warrant (the “Warrant(s)”) each whole Warrant to purchase one share of Common Stock for $11.50 per share. The Common Stock and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 10,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one share of common stockClass A ordinary share, $0.0001 par value per share (the “Common StockOrdinary Shares”), and onethree-half fourths of one redeemable warrant (the “Warrant(s)”) ), each whole Warrant to purchase one share of Common Stock Ordinary Share for $11.50 per share. The Common Stock Ordinary Shares and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units Warrants (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one share of common stockClass A ordinary share, $0.0001 par value per share (the “Common StockOrdinary Shares”), and one-half of one redeemable warrant (the “Warrant(s)”) ), each whole Warrant to purchase one share of Common Stock Ordinary Shares for $11.50 per share. The Common Stock Ordinary Shares and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 9.97 per Firm Unit. Each Firm Unit consists of one share of common stock, $0.0001 par value per share (the “Common Stock”), and one-half of one redeemable warrant (the “Warrant(s)”) each whole Warrant to purchase one three-fourths (3/4) of a share of Common Stock for $11.50 per share. The Common Stock and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one share of common stockClass A ordinary share, $0.0001 par value per share (the “Common StockOrdinary Shares”), and onethree-half quarters of one redeemable warrant (the “Warrant(s)”) ), each whole Warrant to purchase one share of Common Stock Ordinary Shares for $11.50 per share. The Common Stock Ordinary Shares and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants warrants will be issued upon separation of the Firm Units and only whole Warrants warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one ordinary share of common stockthe Company, $0.0001 no par value per share (the “Common StockOrdinary Shares”), one right (the “Right(s)”) to receive one-tenth of one Ordinary Share on consummation of a Business Combination (defined below) and one-half of one a redeemable warrant (the “Warrant(s)”) ), each whole Warrant to purchase one share of Common Stock Ordinary Share for $11.50 per share. The Common Stock Ordinary Shares and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”defined below) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.. EarlyBirdCapital, Inc.[l], 2017Page 2 of 41

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 5,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one share of common stock, $0.0001 par value per share (the “Common Stock”), and one-half of one redeemable warrant (the “Warrant(s)”) each whole Warrant to purchase one share of Common Stock for $11.50 per share. The Common Stock and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units Warrants (as defined belowin Section 1.3.3) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 12,500,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one share of common stockClass A ordinary share, $0.0001 par value per share (the “Common StockOrdinary Shares”), and one-half of one redeemable warrant (the “Warrant(s)”) each whole Warrant to purchase one share of Common Stock Ordinary Share for $11.50 per share. The Common Stock Ordinary Shares and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units Warrants (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 7,500,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 9.933 per Firm Unit. Each Firm Unit consists of one share of class A common stock, $0.0001 par value per share (the “Common Stock”), and onethree-half fourths of one redeemable warrant (the “Warrant(s)”) each whole Warrant to purchase one share of Common Stock for $11.50 per share. The Common Stock and Warrants included in the Firm Units will not be separately tradable until 90 52 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 4,000,000 units of the Company (the “Firm Units”). Each Unit consists of one share of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), one right (the “Right”) and one warrant (the “Warrants”) at a purchase price (net of discounts and commissions) of $9.80 9.70 per Firm Unit. Each Firm Unit consists Right entitles the holder to automatically receive one-tenth (1/10) of one a share of common stockCommon Stock upon consummation of any proposed initial merger, $0.0001 par value per share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (the “Common StockBusiness Combination”), and . Each Warrant entitles the holder to purchase one-half (1/2) of one redeemable warrant (the “Warrant(s)”) each whole Warrant to purchase one share of Common Stock for $11.50 per share. The Common Stock and Warrants included in full share during the Firm Units will not be separately tradable until 90 period commencing on the later of thirty (30) days after the date hereof unless the Representative informs consummation by the Company of its decision to allow earlier separate trading, subject to Business Combination and one (1) year from the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering Effective Date (defined below) and terminating on the sale earlier of (i) the five-year anniversary of the Private Units consummation of a Business Combination, (ii) the liquidation of the Trust Account (defined below) and issuing if the Company is unable to consummate a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued Business Combination by the Termination Date (as defined in Section 7.6) or (iii) upon separation redemption of the Units and only whole Warrants will tradeWarrants. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 10,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one share of common stockordinary share, $0.0001 par value per share (the “Common StockOrdinary Shares”), and one-half of one redeemable warrant (the “Warrant(s)”) each whole Warrant to purchase one share of Common Stock Ordinary Share for $11.50 per share. The Common Stock Ordinary Shares and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units Warrants (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 10,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one share of common stockClass A ordinary share, $0.0001 par value per share (the “Common StockOrdinary Shares”), one right (the “Right(s)”) to receive one-tenth (1/10) of one Ordinary Share upon the consummation of an initial Business Combination (as defined below), and one-half of one redeemable warrant (the “Warrant(s)”) each whole Warrant to purchase one share of Common Stock Ordinary Share for $11.50 per share. The Common Stock Ordinary Shares, Rights and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 9.90 per Firm Unit. Each Firm Unit consists of one share of common stock, $0.0001 par value per share (the “Common Stock”), and one-half of one redeemable warrant (the “Warrant(s)”) ), each whole Warrant entitling the holder thereof to purchase one share of Common Stock for $11.50 per share. The Common Stock and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units Shares (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.. Northland Securities, Inc.______, 2021Page 2 of 45

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 10,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one share of common stock, $0.0001 par value per share (the “Common Stock”), and onethree-half quarters of one redeemable warrant (the “Warrant(s)”) each whole Warrant to purchase one share of Common Stock for $11.50 per share. The Common Stock and Warrants included in the Firm Units will not be separately tradable until 90 52 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 10,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one share of common stockClass A ordinary share, $0.0001 par value per share (the “Common StockOrdinary Shares”), and one-half of one redeemable warrant (the “Warrant(s)”) ), each whole Warrant to purchase one share of Common Stock Ordinary Shares for $11.50 per share. The Common Stock Ordinary Shares and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 5,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 9.75 per Firm Unit. Each Firm Unit consists of one ordinary share of common stockthe Company, $0.0001 no par value per share (the “Common StockOrdinary Shares”), and one right (the “Right(s)”) to receive one-half tenth of one Ordinary Share on consummation of a Business Combination (defined below) and one redeemable warrant (the “Warrant(s)”) ), each whole Warrant exercisable to purchase one share of Common Stock Ordinary Share for $11.50 per share. The Common Stock Ordinary Shares, Rights and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”defined below) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units Warrants (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 8,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one share of common stockordinary share, $0.0001 par value per share (the “Common StockOrdinary Shares”), and onethree-half quarters of one redeemable warrant (the “Warrant(s)”) each whole Warrant to purchase one share of Common Stock Ordinary Share for $11.50 per share. The Common Stock Ordinary Shares and Warrants included in the Firm Units will not be separately tradable until 90 52 days after the date hereof unless the Representative informs Representatives inform the Company of its their decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, and the Underwriters agree to purchase from the Company, severally and not jointly, an aggregate of 15,000,000 [●] units of the Company (the “Firm Units”), with each Unit consisting of one share of the Company’s common stock, par value $0.0001 per share, (the “Common Stock”) and one warrant to purchase one share of Common Stock (the “Warrant”): (i) the number of Units (the “Closing Units”) set forth opposite the name of such Underwriters on Schedule 1 hereto, at a purchase price (net of discounts and commissions) of $9.80 [●] per Firm Unit. Each Firm Unit consists , being equal to [92.5]% of one share the public offering price of common stock, $0.0001 par value per share the Units; (ii) the number of shares of Common Stock (the “Common StockClosing Shares”), and one-half ) set forth opposite the name of one redeemable warrant such Underwriters on Schedule 1 hereto included in the Closing Units; and (iii) the number of Warrants (the “Warrant(s)Closing Warrants”) each whole Warrant to purchase one share shares of Common Stock for $11.50 per share. The Common Stock and Warrants set forth opposite the name of such Underwriters on Schedule 1 hereto included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate tradingClosing Units, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing which shall have an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering exercise price of $10.00 [●] (representing 100% of the per Firm UnitUnit offering price). The Closing Warrants collectively with the Closing Units and the Closing Shares are referred to as the “Closing Securities”.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one ordinary share of common stockthe Company, $0.0001 par value per share (the “Common StockOrdinary Shares”), one right (the “Right(s)”), each entitling the holder to receive one-tenth (1/10) of an Ordinary Share upon consummation of any proposed initial merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or other similar business combination, or entering into contractual arrangements, with one or more businesses or entities (“Business Combination”), and one-half of one redeemable warrant (the “Warrant(s)”) each whole Warrant to purchase one share of Common Stock Ordinary Share for $11.50 per share. The Common Stock Ordinary Shares, Rights and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 24,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissionscommissions and the Deferred Underwriting Commission described in Section 1.4 below) of $9.80 9.45 per Firm Unit. Each Firm Unit consists of one share of common stock, $0.0001 par value per share (the “Common Stock”), and one-half of one redeemable warrant (the “Warrant(s)”) ), each whole Warrant to purchase one share of Common Stock for $11.50 per share. The Common Stock and Warrants included in the Firm Units will not be separately tradable until 90 52 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units Warrants (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 11,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one share of common stockClass A ordinary share, $0.0001 par value per share (the “Common StockOrdinary Shares”), and one-half of one redeemable warrant (the “Warrant(s)”) ), each whole Warrant to purchase one share of Common Stock Ordinary Shares for $11.50 per share. The Common Stock Ordinary Shares and Warrants included in the Firm Units will not be separately tradable until 90 52 days after the date hereof unless the Representative informs Co-Representatives inform the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units Warrants (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 6,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 9.775 per Firm Unit. Each Firm Unit consists of one Class A ordinary share of common stockthe Company, $0.0001 par value per share (the “Common StockOrdinary Shares”), and one-half of one redeemable warrant (the “Warrant(s)”) each whole Warrant to purchase one share of Common Stock Ordinary Share for $11.50 per share. The Common Stock Ordinary Shares and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units Warrants (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 20,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one ordinary share of common stockthe Company, $0.0001 par value per share (the “Common StockOrdinary Shares”), and one-half of one redeemable warrant (the “Warrant(s)”) each whole Warrant to purchase one-half of one share of Common Stock Ordinary Share for $11.50 5.75 per sharehalf share and one right (the “Right(s)”), each entitling the holder to receive one-tenth (1/10) of an Ordinary Share upon consummation of an initial merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or other similar business combination, or entering into contractual arrangements, with one or more businesses or entities (“Business Combination”). The Common Stock Ordinary Shares, Warrants and Warrants Rights included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units Warrants (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissionscommissions as provided in Schedule B hereto and the Deferred Underwriting Commission described in Section 1.4 below) of $9.80 9.45 per Unit (such Units, collectively, the “Firm UnitUnits”). Each Firm Unit consists of one share of Class A common stockstock of the Company, par value $0.0001 par value per share (the “Class A Common Stock”), and one-half of one redeemable warrant of the Company (the “Warrant(s)”) ), each whole Warrant entitling the holder to purchase one share of Common Stock for $11.50 per share. The Class A Common Stock and Warrants included in the Firm Units will not be separately tradable until 90 ninety (90) days after the date hereof unless the Representative informs Representatives inform the Company in writing of its their decision to allow earlier separate trading, subject to the Company first filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units Warrants (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 10,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one share of common stock, $0.0001 par value per share (the “Common Stock”), and one-one half of one redeemable warrant (the “Warrant(s)”) ), each whole Warrant to purchase one share of Common Stock for $11.50 per share. The Common Stock and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units Warrants (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Firm Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 10,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one share of common stockClass A ordinary share, $0.0001 par value per share (the “Common StockOrdinary Shares”), and one-half third of one redeemable warrant (the “Warrant(s)”) ), each whole Warrant to purchase one share of Common Stock Ordinary Shares for $11.50 per share. The Common Stock Ordinary Shares and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative Oppenheimer informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units Warrants (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 22,500,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one share of common stock, $0.0001 par value per share (the “Common Stock”), and one-half of one redeemable warrant (the “Warrant(s)”) each whole Warrant to purchase one share of Common Stock for $11.50 per share. The Common Stock and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.. EarlyBirdCapital, Inc.February 10, 2021Page 2 of 41

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 12,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one share of common stock, $0.0001 par value per share (the “Common Stock”), and one-half of one redeemable warrant (the “Warrant(s)”) ), each whole Warrant entitling the holder thereof to purchase one share of Common Stock for $11.50 per share. The Common Stock and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one share of common stock, $0.0001 0.001 par value per share (the “Common Stock”), one right (the “Right(s)”) to receive one-tenth (1/10) of one share of Common Stock upon the consummation of an initial Business Combination (as defined below), and one-half of one redeemable warrant (the “Warrant(s)”) each whole Warrant to purchase one share of Common Stock for $11.50 per share. The Common Stock Stock, Rights, and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs Representatives inform the Company of its their decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units Warrants (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 12,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one share of common stockstock of the Company, par value $0.0001 par value per share (the “Common Stock”), and one right (the “Right(s)”) to receive one-half tenth of one redeemable share of Common Stock on consummation of a Business Combination (defined below) and one warrant (the “Warrant(s)”) each whole Warrant to purchase one share of Common Stock for $11.50 per share. The Common Stock Stock, Rights and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”defined below) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.. October 4, 2017

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 12,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one share of common stock, $0.0001 par value per share (the “Common Stock”), and one-one half of one redeemable warrant (the “Warrant(s)”) ), each whole Warrant to purchase one share of Common Stock for $11.50 per share. The Common Stock and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units Warrants (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Firm Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 9.90 per Firm Unit. Each Firm Unit consists of one share of common stock, $0.0001 par value per share (the “Common Stock”), and one-half of one redeemable warrant (the “Warrant(s)”) ), each whole Warrant entitling the holder thereof to purchase one share of Common Stock for $11.50 per share. The Common Stock and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units Shares (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.. Northland Securities, Inc.August 12, 2021Page 2 of 45

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 22,500,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one share of common stock, $0.0001 par value per share (the “Common Stock”), and one-half of one redeemable warrant (the “Warrant(s)”) each whole Warrant to purchase one share of Common Stock for $11.50 per share. The Common Stock and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.. EarlyBirdCapital, Inc.__________, 2021Page 2 of 41

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 10,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one share of common stockordinary share, $0.0001 par value per share (the “Common StockOrdinary Shares”), and onethree-half quarters of one redeemable warrant (the “Warrant(s)”) each whole Warrant to purchase one share of Common Stock Ordinary Share for $11.50 per share. The Common Stock Ordinary Shares and Warrants included in the Firm Units will not be separately tradable until 90 52 days after the date hereof unless the Representative informs Representatives inform the Company of its their decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.. Roth ▇▇▇ital Partners, LLC _________, 2021

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one share of common stock, $0.0001 par value per share (the “Common Stock”), and one-half of one redeemable warrant (the “Warrant(s)”) ), each whole Warrant entitling the holder thereof to purchase one share of Common Stock for $11.50 per share. The Common Stock and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, and the Underwriters agree to purchase from the Company, severally and not jointly, an aggregate of 15,000,000 25,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissionscommissions and the Deferred Underwriting Commission described in Section 1.3 below) of $9.80 9.55 per Firm Unit. Each Firm Unit consists of one share of common stock, $0.0001 par value per share (the “Common Stock”), and one-half of one redeemable warrant (the “Warrant(s)”) ), each whole Warrant to purchase one share Share of Common Stock for $11.50 per share. The shares of Common Stock and Warrants included in the Firm Units will not be trade separately tradable until 90 days on the 52nd day after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units Warrants (as defined belowin Section 1.5.2) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 10,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one ordinary share of common stockthe Company, $0.0001 par value per share (the “Common StockOrdinary Shares”), and one-half of one redeemable warrant (the “Warrant(s)”) each whole Warrant to purchase one share of Common Stock Ordinary Share for $11.50 per share. The Common Stock Ordinary Shares and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units Warrants (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 12,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one ordinary share of common stockthe Company, $0.0001 par value per share (the “Common StockOrdinary Shares”), and one-half of one redeemable warrant (the “Warrant(s)”) each whole Warrant to purchase one share of Common Stock Ordinary Share for $11.50 per share. The Common Stock Ordinary Shares and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units Warrants (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 12,500,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one share of common stock, $0.0001 par value per share (the “Common Stock”), and one-half of one redeemable warrant (the “Warrant(s)”) each whole Warrant to purchase one share of Common Stock for $11.50 per share. The Common Stock and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units Warrants (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Firm Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 9.97 per Firm Unit. Each Firm Unit consists of one share of common stock, $0.0001 par value per share (the “Common Stock”), and one-half of one redeemable warrant (the “Warrant(s)”) each whole Warrant to purchase one one-half (1/2) of a share of Common Stock for $11.50 per share. The Common Stock and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 10,000,000 units of the Company (the “Firm Units”) at and shall pay the Underwriter’s a purchase price (net of discounts and commissions) fee of $9.80 per Firm Unit500,000, which is inclusive of a fee of $100,000 payable to the QIU. Each Firm Unit consists of one share of common stock, $0.0001 par value per share (the “Common Stock”), and one-half of one redeemable warrant (the “Warrant(s)”) each whole Warrant to purchase one share of Common Stock for $11.50 per sharewhole share (each, a “Unit”). The Common Stock and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Placement Units (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 20,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissionscommissions and the Deferred Underwriting Commission described in Section 1.4 below) of $9.80 9.45 per Firm Unit. Each Firm Unit consists of one share of common stock, $0.0001 par value per share (the “Common Stock”), and one-half of one redeemable warrant (the “Warrant(s)”) ), each whole Warrant to purchase one share of Common Stock for $11.50 per share. The Common Stock and Warrants included in the Firm Units will not be separately tradable until 90 52 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units Warrants (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.. , 2021

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 12,500,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one share of common stock, $0.0001 par value per share (the “Common Stock”), and one-half of one redeemable warrant (the “Warrant(s)”) each whole Warrant to purchase one share of Common Stock for $11.50 per share. The Common Stock and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 7,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 9.775 per Firm Unit. Each Firm Unit consists of one Class A ordinary share of common stockthe Company, $0.0001 par value per share (the “Common StockOrdinary Shares”), and one-half of one redeemable warrant (the “Warrant(s)”) each whole Warrant to purchase one share of Common Stock Ordinary Share for $11.50 per share. The Common Stock Ordinary Shares and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units Warrants (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 17,500,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one share of common stock, $0.0001 par value per share (the “Common Stock”), and one-half of one redeemable warrant (the “Warrant(s)”) each whole Warrant to purchase one share of Common Stock for $11.50 per share. The Common Stock and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 10,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one share of common stockClass A ordinary share, $0.0001 par value per share (the “Common StockOrdinary Shares”), and one-half of one redeemable warrant (the “Warrant(s)”) ), each whole Warrant to purchase one share of Common Stock Ordinary Shares for $11.50 per share. The Common Stock Ordinary Shares and Warrants included in the Firm Units will not be separately tradable until 90 52 days after the date hereof unless the Representative informs Co-Representatives inform the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units Warrants (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissionscommissions and the Deferred Underwriting Commission described in Section 1.4 below) of $9.80 9.45 per Unit (such Units, collectively, the “Firm UnitUnits”). Each Firm Unit consists of one share of Class A common stockstock of the Company, par value $0.0001 par value per share (the “Class A Common Stock”), and one-half of one redeemable warrant of the Company (the “Warrant(s)”) ), each whole Warrant entitling the holder to purchase one share of Common Stock for $11.50 per share. The Class A Common Stock and Warrants included in the Firm Units will not be separately tradable until 90 ninety (90) days after the date hereof unless the Representative informs Representatives inform the Company in writing of its their decision to allow earlier separate trading, subject to the Company first filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units Warrants (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissionscommissions and the Deferred Underwriting Commission described in Section 1.4 below) of $9.80 9.45 per Firm Unit. Each Firm Unit consists of one share of common stock, $0.0001 0.001 par value per share (the “Common Stock”), one right (the “Right(s)”) to receive one-tenth (1/10) of one share of Common Stock upon the consummation of an initial Business Combination (as defined below), and one-half of one redeemable warrant (the “Warrant(s)”) each whole Warrant to purchase one share of Common Stock for $11.50 per share. The Common Stock Stock, Rights, and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs Representatives inform the Company of its their decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units Warrants (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 10,000,000 units of the Company (the “Firm Units”) at and shall pay the Underwriter’s a purchase price (net of discounts and commissions) fee of $9.80 per Firm Unit500,000, which is inclusive of a fee of $100,000 payable to the QIU. Each Firm Unit consists of one share of common stock, $0.0001 par value per share (the “Common Stock”), and one-half of one redeemable warrant (the “Warrant(s)”) each whole Warrant to purchase one three-quarters of a share of Common Stock for $11.50 per sharewhole share (each, a “Unit”). The Common Stock and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Placement Units (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 10,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80 per Firm Unit. Each Firm Unit consists of one share of common stockstock of the Company, par value $0.0001 par value per share (the “Common Stock”), and one right (the “Right(s)”) to receive one-half tenth of one redeemable share of Common Stock on consummation of a Business Combination (defined below) and one warrant (the “Warrant(s)”) each whole Warrant to purchase one share of Common Stock for $11.50 per share. The Common Stock Stock, Rights and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”defined below) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 18,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissionscommissions and the Deferred Underwriting Commission described in Section 1.4 below) of $9.80 9.45 per Firm Unit. Each Firm Unit consists of one share of common stock, $0.0001 0.001 par value per share (the “Common Stock”), one right (the “Right(s)”) to receive one-tenth (1/10) of one share of Common Stock upon the consummation of an initial Business Combination (as defined below), and one-half of one redeemable warrant (the “Warrant(s)”) each whole Warrant to purchase one share of Common Stock for $11.50 per share. The Common Stock Stock, Rights, and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs Representatives inform the Company of its their decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units Warrants (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.

Purchase of Units. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 15,000,000 24,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissionscommissions and the Deferred Underwriting Commission described in Section 1.5 below) of $9.80 9.45 per Firm Unit. Each Firm Unit consists of one share of common stock, $0.0001 par value per share (the “Common Stock”), and one-half of one redeemable warrant (the “Warrant(s)”) ), each whole Warrant to purchase one share of Common Stock for $11.50 per share. The shares of Common Stock and Warrants included in the Firm Units will not be separately tradable until 90 days after the date hereof unless the Representative informs the Company of its decision to allow earlier separate trading, subject to the Company filing a Current Report on Form 8-K with the Securities and Exchange Commission (the “Commission”) containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Offering (defined below) and the sale of the Private Units (defined below) and issuing a press release announcing when such separate trading will begin; provided that no fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule A. The Firm Units are to be offered initially to the public (the “Offering”) at the offering price of $10.00 per Firm Unit.