Common use of Payment and Delivery Clause in Contracts

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m., New York City time, on the third (3rd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of $25,000,000 proceeds from the sale of the Firm Units, all of which shall be deposited into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders (as defined in Section 2.25.1 herein) to the extent they acquire such Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stock). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units Shares shall be made at no later than 10:00 a.m., New York City Eastern time, on the second (2nd) Business Day (as defined below) following the effective date (the “Effective Date”) of the Registration Statement (as defined in Section 2.1.1 below) (or the third (3rd) Business Day following the commencement of trading of Effective Date if the Firm UnitsRegistration Statement is declared effective after 4:01 p.m., Eastern time) or at such earlier other time as shall be agreed upon by the Representative and the Company Company, at the offices of Carmel, Mxxxxxx & Fxxx LLP, counsel to the Representative Underwriters (“Underwriters Counsel”), or at such other place (or remotely by facsimile or other electronic transmission) as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units Shares is referred to herein as called the “Closing Date.” Payment for the Firm Units Shares shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of $25,000,000 proceeds from , payable to the sale order of the Firm Units, all of which shall be deposited into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1), and pursuant upon delivery to the terms Representative of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units Shares (or through the facilities of the DTC Depository Trust Company (“DTC”)) for the account of the Underwriters). The Firm Units Shares shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units Shares for delivery delivery, at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units Shares except upon tender of payment by the Representative for all the Firm UnitsShares. As used herein, the The term “Public StockholdersBusiness Day” means any day other than a Saturday, a Sunday or a legal holiday or any other day on which commercial banks in The City of New York, New York, are authorized or required by law to remain closed; provided, however, that, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home,” “shelter-in-place,” “non-essential employee” or any other similar orders or restrictions or the holders closure of Common Stock sold any physical branch locations at the direction of any governmental authority so long as part the electronic funds transfer systems (including for wire transfers) of the Units commercial banks in the Offering or acquired in the aftermarketThe City of New York, including any of the Initial Stockholders (as defined in Section 2.25.1 herein) to the extent they acquire New York, are generally are open for use by customers on such Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stock). Broadband Capital Management LLCday.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day (as defined below) following the commencement of trading of the Firm UnitsUnits at the offices of the Representative, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at and/or such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive On the Closing Date, an aggregate of $25,000,000 101,000,000 ($116,150,000 if the Over-Allotment Option is exercised in full) of the net proceeds from the sale of the Firm Units, all of which Units and Private Warrants shall be deposited into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expenses and fees payable pursuant to this Agreement) shall be paid to the order of the Company on the Closing Date upon delivery of certificates representing the certificates Firm Units (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the Underwriters)Representative. The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” means any day other than a Saturday, Sunday, or any day on which national banks in New York, New York are not open for business, and the term “Public Stockholders” means the holders of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Respondents (as defined in Section 2.25.1 herein2.14 below) to the extent they acquire such Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company Company, at the offices of Ellenoff Gxxxxxxx & Schole LLP, counsel to the Representative Underwriters (“EG&S”), or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The , payable as follows: the $120,750,000 proceeds received by the Company shall receive an aggregate of $25,000,000 proceeds from the sale of for the Firm Units, all of which shall be deposited into in the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1“Trust Account”) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&TCST”), as trustee (in such capacity, the “Trustee”). Such payment shall be made upon delivery to the Representative of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (“DTC”)) for the account of the Underwriters). In addition to the Underwriters’ payments with respect to the Firm Units, additional payments shall be made in accordance with this Agreement on or prior to the Closing Date by wire transfer in Federal (same day) funds, as follows: $4,250,000 of the proceeds received by the Company from the Unit Private Placement. The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) full Business Days prior to the Closing Date. The If delivery is not made through the facilities of DTC, the Company will permit the Representative to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver any of the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Sponsor (as defined in Section 2.25.1 hereinbelow) to the extent they acquire it acquires such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such shares of Common Stock). Broadband Capital Management LLC“Business Day” shall mean any day other than a Saturday, a Sunday or a legal holiday or a day on which banking institutions or trust companies are authorized or obligated by law to close in New York City.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m., New York City time, on the third second (3rd2nd) Business Day (as defined below) following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company Company, at the offices of Xxxxxx Xxxxxxx Xxxxxxx & Li LLC, counsel to the Representative Underwriters (“HTFL”), or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The , payable as follows: $60,900,000 of the proceeds received by the Company shall receive an aggregate of $25,000,000 proceeds from for the Firm Units and the sale of the Firm Units, all of which Initial Placement Units (as defined in Section 1.4.2) shall be deposited into in the trust account (the “Trust Account”) at Deutsche Bank Trust Company Americas in the United States, established by the Company for the benefit of the Public Stockholders Shareholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental American Stock Transfer & Trust Company Company, LLC (“CST&TAST”), acting as trustee. The funds deposited in the Trust Account shall include an aggregate of $2,100,000, or up to $0.35 per Firm Unit, payable to the Underwriters as Deferred Underwriting Discounts, in accordance with Section 1.3 hereof. The remaining proceeds (less discounts and actual expense payments or other fees payable pursuant to this Agreement), if any, shall be paid to the order of the Company upon delivery to the Representative of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (“DTC”)) for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) full Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver any of the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public StockholdersShareholders” means the holders of Common Stock Ordinary Shares sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Shareholders (as defined in Section 2.25.1 hereinbelow) to the extent they acquire it acquires such Common Stock in the Offering or Ordinary Shares in the aftermarket (and solely with respect to such Common StockOrdinary Shares). Broadband Capital Management LLC“Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m., New York City time, on the third second (3rd2nd) Business Day (as defined below) following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company Company, at the offices of Loeb & Loeb LLP, counsel to the Representative Underwriters (“Loeb”), or at such other place (including remotely by facsimile or other electronic transmission) as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering contemplated by this Agreement is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The $101,500,000 of the proceeds received by the Company shall receive an aggregate of $25,000,000 proceeds from for the Firm Units and the sale of the Firm Units, all of which Placement Units (as defined in Section 1.5.2) shall be deposited into in the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&TCST”). The funds deposited in the Trust Account shall include an aggregate of $3,500,000 ($0.35 per Firm Unit), upon delivery payable to the Underwriters as Deferred Underwriting Commission in accordance with Section 1.3 hereof, to be placed by the Underwriters in the Trust Account. The remaining proceeds (less commissions and actual expense payments or other fees payable pursuant to this Agreement), if any, shall be paid to the order of the Company against delivery to the Representative of certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (“DTC”)) for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) full Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver any of the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders (as defined in Section 2.25.1 hereinbelow) to the extent they acquire such Common Stock in the Offering or Units in the aftermarket (and solely with respect to such Common StockUnits). Broadband Capital Management LLC“Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally open for use by customers on such day.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City local time, on the third (3rd) Business Day business day following the commencement of trading effective date of the Firm UnitsRegistration Statement (or the fourth business day following the effective date, if the Registration Statement is declared effective after 4:30 p.m.) or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the are called “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through at the facilities of Depository Trust Company (“DTC”) Representative’s election by wire transfer in Federal (same day) funds or by certified or bank cashier’s check(s) in New York Clearing House funds. The Company shall receive an aggregate of , payable as follows: $25,000,000 proceeds from the sale 76,000,000 of the proceeds received by the Company for the Firm Units, all of which Units shall be deposited into in the trust account (the “Trust Account”) Account established by the Company with Continental Stock Transfer & Trust Company for the benefit of the Public Stockholders (as defined below), public stockholders as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1“Trust Account”) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (among the “Trust Agreement”) between the Company Company, Xxxxxx Xxxxxx & Co. and Continental Stock Transfer & Trust Company (“CST&TTrust Agreement”), of which $1,600,000 shall represent the Contingent Underwriting Discount, and the remaining proceeds shall be paid to the order of the Company upon delivery to you of the certificates (in the form and substance reasonably satisfactory to the RepresentativeUnderwriters) representing the Firm Units (or through the facilities of the DTC The Depository Trust Company (“DTC”)) for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days full business days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day business day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders (as defined in Section 2.25.1 herein) to the extent they acquire such Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stock). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of approximately $25,000,000 103,610,000 of gross proceeds from the sale of the Firm UnitsUnits and the Private Placement Units (as defined in section 1.3.3), all of which $101,000,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Stockholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental American Stock Transfer & Trust Company Company, LLC (“CST&TAST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in New York, New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in New York, New York are generally are open for use by customers on such day, and the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Respondents (as defined in Section 2.25.1 hereinbelow) to the extent they acquire such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company Company, at the offices of Ellenoff Xxxxxxxx & Schole LLP, counsel to the Representative Underwriters (“EG&S”), or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The , payable as follows: the $194,250,000 proceeds received by the Company shall receive an aggregate of $25,000,000 proceeds from the sale of for the Firm Units, all of which shall be deposited into in the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1“Trust Account”) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&TCST”), as trustee (in such capacity, the “Trustee”). Such payment shall be made upon delivery to the Representative of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (“DTC”)) for the account of the Underwriters). In addition to the Underwriters’ payments with respect to the Firm Units, additional payments shall be made in accordance with this Agreement on or prior to the Closing Date by wire transfer in Federal (same day) funds, as follows: $5,750,000 of the proceeds received by the Company from the Unit Private Placement. The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) full Business Days prior to the Closing Date. The If delivery is not made through the facilities of DTC, the Company will permit the Representative to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver any of the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Sponsor (as defined in Section 2.25.1 hereinbelow) to the extent they acquire it acquires such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such shares of Common Stock). Broadband Capital Management LLC“Business Day” shall mean any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive On the Closing Date, an aggregate of $25,000,000 101,000,000 of net proceeds from the sale of the Firm Units, all of which Units and the Private Warrants shall be deposited into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Shareholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” shall mean any day other than a Saturday, Sunday or any day on which national banks in New York, New York are not open for business, and the term “Public StockholdersShareholders” means the holders of Common Stock Ordinary Shares sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Respondents (as defined in Section 2.25.1 herein2.14 below) to the extent they acquire such Common Stock Ordinary Shares in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of approximately $25,000,000 151,095,000 of net proceeds from the sale of the Firm UnitsUnits and the Private Shares (as defined in section 1.3.3), all of which $150,000,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Stockholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day, and the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.3.1 below) to the extent they acquire such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third (3rd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of $25,000,000 $ net proceeds from the sale of the Firm UnitsUnits and the Sponsor Units (defined in Section 1.4.2 below), all of which $ shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 hereof) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), . The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” shall mean any day other than a Saturday, Sunday or any day on which national banks in New York, New York are not open for business, and the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 1.4.1 herein) to the extent they acquire such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company Company, at the offices of Skadden, Arps, Slate, Mxxxxxx & Fxxx LLP, counsel to the Representative Underwriters (“Skadden”), or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The , payable as follows: the $244,000,000 proceeds received by the Company shall receive an aggregate of $25,000,000 proceeds from the sale of for the Firm Units, all of which shall be deposited into in the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1“Trust Account”) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&TCST”), as trustee (in such capacity, the “Trustee”). Such payment shall be made upon delivery to the Representative of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (“DTC”)) for the account of the Underwriters). In addition to the Underwriters’ payments with respect to the Firm Units, additional payments shall be made in accordance with this Agreement on or prior to the Closing Date by wire transfer in Federal (same day) funds, as follows: $6,000,000 of the proceeds received by the Company from the Unit Private Placement and the $2,500,000 proceeds received by the Company from the Sponsor Loan. The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) full Business Days prior to the Closing Date. The If delivery is not made through the facilities of DTC, the Company will permit the Representative to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver any of the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Sponsor (as defined in Section 2.25.1 hereinbelow) to the extent they acquire it acquires such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such shares of Common Stock). Broadband Capital Management LLC“Business Day” shall mean any day other than a Saturday, a Sunday or a legal holiday or a day on which banking institutions or trust companies are authorized or obligated by law to close in New York City.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.1:00 P.M., New York City time, on the third (3rd) Business Day business day following the commencement date of trading this Agreement (or the fourth business day following the date of the Firm Unitsthis Agreement, if this Agreement is executed after 4:30 p.m.;”) or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing Company (the date and time of the offering execution of the Firm Units is this Agreement shall hereinafter be referred to herein as the “Closing” and the Execution Time). The hour and date of delivery and payment for the Firm Units is referred to herein as are called the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through at the facilities of Depository Trust Company (“DTC”) Representative’s election by wire transfer in Federal (same day) funds or by certified or bank cashier’s check(s) in New York Clearing House funds. The Company shall receive an aggregate of , payable as follows: $25,000,000 proceeds from the sale 33,117,500 of the proceeds received by the Company for the Firm Units, all of which Units shall be deposited into in the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders public stockholders as described in the Registration Statement, $900,000 of which is deposited in respect of the Deferred Compensation (as defined below), and $1,265,000, less the amount owed by the Company to the Representative for all accountable expenses owed thereto incident to the performance of the obligations of the Company under this Agreement as described in the Registration Statement (as defined set forth in Section 2.1.1)3.7 hereof, the Statutory Prospectus (as defined in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1), and pursuant shall be paid to the terms order of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”)to a bank account established by the Company, upon against delivery to you of the certificates (in the form and substance reasonably satisfactory to the RepresentativeUnderwriters) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (“DTC”)) for the account of the Underwriters). Three hundred and sixty thousand dollars ($360,000) shall be deducted from the gross proceeds and retained by the Representative as a nonaccountable expense allowance pursuant to Section 3.8.2 hereof. The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days full business days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day business day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders (as defined in Section 2.25.1 herein) to the extent they acquire such Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stock). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m., New York City time, on the third second (3rd2nd) Business Day (as defined below) following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company Company, at the offices of Xxxxxxxx Xxxxxx, counsel to the Representative Underwriters (“GM”), or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The , payable as follows: $200,000,000 of the proceeds received by the Company shall receive an aggregate of $25,000,000 proceeds from for the Firm Units and the sale of the Firm Units, all of which Placement Units (as defined in Section 1.3.2) shall be deposited into in the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&TCST”). The remaining proceeds (less commissions and actual expense payments or other fees payable pursuant to this Agreement), if any, shall be paid to the order of the Company upon delivery to the Representative of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (“DTC”)) for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) full Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver any of the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Sponsor (as defined in Section 2.25.1 hereinbelow) to the extent they acquire it acquires such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such shares of Common Stock). Broadband Capital Management LLC“Business Day” means any day other than a Saturday, a Sunday, or a legal holiday or a day on which banking institutions or trust companies are authorized or obligated by law to close in New York City.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third (3rd) Business Day following the commencement of trading Effective Date of the Firm UnitsRegistration Statement (or the fourth Business Day following the Effective Date, if the Registration Statement is declared effective after 4:30 p.m.), or at such earlier time as shall be agreed upon by the Representative and the Company Company, at the offices of the Representative or at such other place and in such a manner as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “"Closing Date.” " Payment for the Firm Units shall be made on the Closing Date through at the facilities of Depository Trust Company (“DTC”) Representative's election by wire transfer in Federal (same day) funds or by certified or bank cashier's check(s) in New York Clearing House funds. The Company shall receive an aggregate of , payable as follows: $25,000,000 proceeds from the sale 184,675,000 (approximately $9.23 per Unit) of the proceeds received by the Company for the Firm Units, all of which Units shall be deposited into in the trust account (the “Trust Account”) fund established by the Company for the benefit of the Public Stockholders (as defined below), public stockholders as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1"Trust Fund") and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “"Trust Agreement”") between and the remaining proceeds (less commissions, expense allowances and actual expense payments or other fees) shall be paid to the order of the Company and Continental Stock Transfer & Trust Company (“CST&T”), upon delivery to the Representative of the certificates (in the form and substance reasonably satisfactory to the RepresentativeUnderwriters) representing the Firm Units (or through the facilities of the DTC Depository Trust Company ("DTC") for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of Common Stock sold as part of the Units "Business Day" shall mean any day other than a Saturday, Sunday or any day on which national banks in the Offering or acquired in the aftermarketNew York, including any of the Initial Stockholders (as defined in Section 2.25.1 herein) to the extent they acquire such Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stock). Broadband Capital Management LLCNew York are not open for business.

Payment and Delivery. Delivery and payment Payment of the purchase price for the Firm Units Securities shall be made at 10:00 a.m., New York City time, on to the third (3rd) Business Day following the commencement of trading Company by Federal Funds wire transfer against delivery of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment certificates for the Firm Units is referred Securities to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date you through the facilities of The Depository Trust Company (“DTC”) for the respective accounts of the Underwriters. Such payment and delivery shall be made at 10:00 A.M., New York City time, on [closing date] (unless another time shall be agreed to by wire transfer you and the Company or unless postponed in Federal (same day) fundsaccordance with the provisions of Section 8 hereof). The Company shall receive an aggregate of $25,000,000 proceeds from date at which such payment and delivery are to be made is hereinafter sometimes called the sale “Closing Date.” Electronic transfer of the Firm Units, all of which Securities shall be made to you on the Closing Date in such names and in such denominations as you shall specify. Payment for the Underwritten Securities shall be made as follows: $[______________] shall be deposited into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1), and Trust Account pursuant to the terms of an Investment Management the Trust Agreement (and $[_____________], shall be paid to the “Trust Agreement”) between order of the Company and Continental Stock Transfer & Trust Company (“CST&T”), upon delivery to the Representatives of the certificates (in the form and substance reasonably satisfactory to the RepresentativeRepresentatives) representing the Firm Units Underwritten Securities (or through the facilities of the DTC Depository Trust Company (the “DTC”)) for the account of the Underwriters). The Firm Units Underwritten Securities shall be registered in such name or names and in such authorized denominations as the Representative Representatives may request in writing at least two (2) Business Days prior to the Closing Date. The Company will permit the Representative Representatives to examine and package the Firm Units Underwritten Securities for delivery delivery, at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units Underwritten Securities except upon tender of payment by the Representative Representatives for all the Firm UnitsUnderwritten Securities. As used herein, the term “Public Stockholders” means the holders of Common Stock sold as part Payment of the Units purchase price for the Additional Securities shall be made at the additional time of purchase in the Offering or acquired in same manner and at the aftermarket, including any same office as the payment for the Firm Securities. Electronic transfer of the Initial Stockholders (Additional Securities shall be made to you at the additional time of purchase in such names and in such denominations as defined you shall specify. Deliveries of the documents described in Section 2.25.1 herein) to the extent they acquire such Common Stock in the Offering or in the aftermarket (and solely 6 hereof with respect to such Common Stock). Broadband Capital Management LLCthe purchase of the Securities shall be made at the offices of Xxxxx Xxxx & Xxxxxxxx at 000 Xxxxxxxxx Xxxxxx, Xxx Xxxx, X.X. 00000, at 9:00 A.M., New York City time, on the date of the closing of the purchase of the Firm Securities or the Additional Securities, as the case may be.

Payment and Delivery. (1) Delivery and payment for the Firm Units shall be made at 10:00 9:30 a.m., New York City time, on the third second (3rd2nd) Business Day (as defined below) following the commencement of trading of the Firm UnitsUnits (as defined below), or at such earlier time as shall be agreed upon by the Representative and the Company Company, at the offices of Blank Rome LLP, counsel to the Representative Underwriters (“Blank Rome”), or at such other place as shall be agreed upon by the Representative and the CompanyCompany (including remotely by facsimile or other electronic transmission). The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of , payable as follows: $25,000,000 proceeds from the sale 71,750,000 of the proceeds received by the Company for the Firm Units, all of which Units and Private Placements (as defined in Section 1.4.2) shall be deposited into in the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&TCST”). The remaining proceeds (less commissions and actual expense payments or other fees payable pursuant to this Agreement), if any, shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing Representative of the Firm Units (or in book-entry form through the facilities of the DTC Depository Trust Company (“DTC”) for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) full Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver any of the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Sponsor (as defined in Section 2.25.1 hereinbelow) to the extent they acquire it acquires such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such shares of Common Stock). Broadband Capital Management LLC“Business Day” means any day other than a Saturday, a Sunday, or a legal holiday or a day on which banking institutions or trust companies are authorized or obligated by law to close in New York City; provided, however, for clarification, banking institutions or trust companies shall not be deemed to be authorized or obligated by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in New York City are generally are open for use by customers on such day.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of approximately $25,000,000 153,050,000 net proceeds from the sale of the Firm UnitsUnits and the Private Units (as defined in section 1.3.3), all of which $151,500,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Stockholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day, and the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.3.1 below) to the extent they acquire such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m., New York City time, on the third second (3rd2nd) Business Day (as defined below) following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company Company, at the offices of Xxxxxxxx Xxxxxx, counsel to the Representative Underwriters (“GM”), or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The , payable as follows: $250,000,000 of the proceeds received by the Company shall receive an aggregate of $25,000,000 proceeds from for the Firm Units and the sale of the Firm Units, all of which Placement Units (as defined in Section 1.3.2) shall be deposited into in the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&TCST”). The remaining proceeds (less commissions and actual expense payments or other fees payable pursuant to this Agreement), if any, shall be paid to the order of the Company upon delivery to the Representative of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (“DTC”)) for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) full Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver any of the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Sponsor (as defined in Section 2.25.1 hereinbelow) to the extent they acquire it acquires such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such shares of Common Stock). Broadband Capital Management LLC“Business Day” means any day other than a Saturday, a Sunday, or a legal holiday or a day on which banking institutions or trust companies are authorized or obligated by law to close in New York City.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third (3rd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate On the Closing Date, $180,000,000 of $25,000,000 the net proceeds from the sale of the Firm Units, all of which Units and the Private Units (defined in Section 1.4.2 herein) shall be deposited into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Shareholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” shall mean any day other than a Saturday, Sunday or any day on which national banks in New York, New York are not open for business, and the term “Public StockholdersShareholders” means the holders of Common Stock Ordinary Shares sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.4.1 below) to the extent they acquire such Common Stock Ordinary Shares in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of $25,000,000 102,000,000 net proceeds from the sale of the Firm Units and the Private Units, all of which $101,000,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Stockholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” shall mean any day other than a Saturday, Sunday or any day on which national banks in New York, New York are not open for business, and the term “Public Stockholders” means the holders of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Respondents (as defined in Section 2.25.1 herein2.14 below) to the extent they acquire such Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of approximately $25,000,000 151,350,000 net proceeds from the sale of the Firm UnitsUnits and the Private Units (as defined in section 1.3.3), all of which $150,000,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Stockholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental American Stock Transfer & Trust Company (“CST&TAST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in New York, New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in New York, New York are generally are open for use by customers on such day, and the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.3.1 below) to the extent they acquire such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m., New York City time, on the third second (3rd2nd) Business Day (as defined below) following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company Company, at the offices of Ellenoff Xxxxxxxx & Schole LLP, counsel to the Representative Underwriters (“EG&S”), or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of , payable as follows: $25,000,000 proceeds from the sale 175,000,000 of the proceeds received by the Company for the Firm Units, all of which Units and the Placement Warrants (as defined in Section 1.4.2) shall be deposited into in the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders Shareholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&TCST”), . The proceeds (less commissions and actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery to the Representative of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (“DTC”)) for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) full Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver any of the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public StockholdersShareholders” means the holders of Common Stock Ordinary Shares sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Shareholders (as defined in Section 2.25.1 hereinbelow) to the extent they any Initial Shareholders acquire such Common Stock in the Offering or Ordinary Shares in the aftermarket (and solely with respect to such Common StockOrdinary Shares). Broadband Capital Management LLC“Business Day” shall mean any day other than a Saturday, a Sunday, or a legal holiday or a day on which banking institutions or trust companies are authorized or obligated by law to close in New York City.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company Company, at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of approximately $25,000,000 51,350,000 net proceeds from the sale of the Firm UnitsUnits and the Private Warrants, all of which $50,000,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Stockholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day; and the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.4.1) to the extent they acquire such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m., New York City time, on the third second (3rd2nd) Business Day (as defined below) following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company Company, at the offices of Xxxxxxxx Xxxxxx, counsel to the Representative Underwriters (“GM”), or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The , payable as follows: $300,000,000 of the proceeds received by the Company shall receive an aggregate of $25,000,000 proceeds from for the Firm Units and the sale of the Firm Units, all of which Placement Units (as defined in Section 1.3.2) shall be deposited into in the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&TCST”). The remaining proceeds (less commissions and actual expense payments or other fees payable pursuant to this Agreement), if any, shall be paid to the order of the Company upon delivery to the Representative of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (“DTC”)) for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) full Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver any of the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Sponsor (as defined in Section 2.25.1 hereinbelow) to the extent they acquire it acquires such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such shares of Common Stock). Broadband Capital Management LLC“Business Day” means any day other than a Saturday, a Sunday, or a legal holiday or a day on which banking institutions or trust companies are authorized or obligated by law to close in New York City.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day (as defined below) following the commencement of trading of the Firm UnitsUnits at the offices of the Representative, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at and/or such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive On the Closing Date, an aggregate of $25,000,000 50,000,000 of the net proceeds from the sale of the Firm Units, all of which Units and Private Units (as defined in Section 1.4.2) shall be deposited into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expenses and fees payable pursuant to this Agreement) shall be paid to the order of the Company on the Closing Date upon delivery of certificates representing the certificates Firm Units (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the Underwriters)Representative. The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” means any day other than a Saturday, Sunday, or any day on which national banks in New York, New York are not open for business, and the term “Public Stockholders” means the holders of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Respondents (as defined in Section 2.25.1 herein2.14 below) to the extent they acquire such Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day (as defined below) following the commencement of trading of the Firm UnitsUnits at the offices of Nomura, or at such earlier time and/or such other place as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative Representatives and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of The Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive On the Closing Date, an aggregate of $25,000,000 200,000,000 of the net proceeds from the sale of the Firm Units, all of which Units and Private Units shall be deposited into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expenses and fees payable pursuant to this Agreement) shall be paid to the order of the Company on the Closing Date upon delivery of certificates representing the certificates Firm Units (in the form and substance reasonably satisfactory to the RepresentativeRepresentatives) representing the Firm Units (or through the facilities of the DTC for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative Representatives may request in writing at least two (2) Business Days prior to the Closing Date. The Company will permit the Representative Representatives to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative Representatives for all the Firm Units. As used herein, the term “Business Day” means any day other than a Saturday, Sunday, or any day on which national banks in New York, New York are not open for business, and the term “Public Stockholders” means the holders of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Respondents (as defined in Section 2.25.1 herein2.14 below) to the extent they acquire such Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an An aggregate of $25,000,000 61,200,000 of net proceeds from the sale of the Firm Units, all of which Units and the Private Units shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Shareholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” shall mean any day other than a Saturday, Sunday or any day on which national banks in New York, New York are not open for business; provided, however, for clarification, that a Business Day shall include any day during which such banks are authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally open for use by customers on such day. As used herein, the term “Public StockholdersShareholders” means the holders of Common Stock Ordinary Shares sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.3.1 below) to the extent they acquire such Common Stock Ordinary Shares in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m., New York City time, on the third (3rd) fourth Business Day following the commencement of trading effective date of the Firm Units, Registration Statement or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative Ellenoff Gxxxxxxx & Schole, LLP (“Underwriters’ Counsel”) or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is are referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through at the facilities of Depository Trust Company (“DTC”) Representative’s election by wire transfer in Federal federal (same day) funds or by certified or bank cashier’s check(s) in New York Clearing House funds. The Company shall receive an aggregate of , payable as follows: $25,000,000 proceeds from the sale 33,710,000 of the proceeds received by the Company for the Firm Units, all Units (including $1,080,000 of which the Deferred Fees (as defined in Section 1.1.3)) shall be deposited into in the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), public stockholders as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1“Trust Account”) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company Co. (“CST&TContinental” or “Trustee”), ) and the remaining proceeds shall be paid (subject to Section 3.12 hereof) to the order of the Company upon delivery to you of the certificates (in the form and substance reasonably satisfactory to the RepresentativeUnderwriters) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (“DTC”) for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) full Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day (as defined below) prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein“Business Day” shall mean any day other than a Saturday, the term “Public Stockholders” means the holders of Common Stock sold as part of the Units a Sunday or a legal holiday or a day on which banking institutions or trust companies are authorized or obligated by law to close in the Offering or acquired in the aftermarket, including any of the Initial Stockholders (as defined in Section 2.25.1 herein) to the extent they acquire such Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stock). Broadband Capital Management LLCNew York City.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.1:00 P.M., New York City time, on the third (3rd) Business Day business day following the commencement date of trading this Agreement (or the fourth business day following the date of the Firm Unitsthis Agreement, if this Agreement is executed after 4:30 p.m., New York time) or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through at the facilities of Depository Trust Company (“DTC”) Representative’s election by wire transfer in Federal (same day) funds or by certified or bank cashier’s check(s) in New York Clearing House funds. The Company shall receive an aggregate of , payable as follows: $25,000,000 proceeds from the sale ___ of the Firm Units, all of which shall be deposited into the trust account (the “Trust Account”) established proceeds received by the Company for the benefit of Firm Units shall be deposited in the Public Stockholders (as defined below), trust account established by the Company as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1“Trust Account”) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management the Trust Agreement (as defined below in Section 2.22) and the “Trust Agreement”) between remaining proceeds shall be paid to the order of the Company and Continental Stock Transfer & Trust Company (“CST&T”), upon delivery to the Representative of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (“DTC”)) for the account of the Underwriters)Representative. The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days full business days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day business day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders (as defined in Section 2.25.1 herein) to the extent they acquire such Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stock). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m., New York City time, on the third (3rd) Business Day (as defined below) following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company Company, at the offices of the Representative Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. (“ML”) or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through at the facilities of Depository Trust Company (“DTC”) Representative’s election by wire transfer in Federal (same day) funds. The , payable as follows: $40,600,000 of the proceeds received by the Company for the Firm Units, the Placement Investor Warrants (as defined in Section 1.3.2) and the Underwriter Warrants (as defined in Section 1.3.3) shall receive an aggregate be deposited (or with respect to the $2,250,000 of $25,000,000 proceeds from the sale of the Firm Units, all Placement Investor Warrants and the $200,000 of proceeds from the sale of the Underwriter Warrants which shall be have been deposited into on or prior to the Closing Date) in the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders Shareholders (as defined below)) and the Underwriters, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1“Trust Account”) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&TCST”), which amount includes $800,000 ($0.20 per Firm Unit), payable to the Representative as a Deferred Corporate Finance Fee (as defined below) subject to Section 1.1.3 hereof. The remaining proceeds (less commissions and actual expense payments or other fees payable pursuant to this Agreement), if any, shall be paid (subject to Section 3.13 hereof) to the order of the Company upon delivery to the Representative of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (“DTC”) for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) full Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver any of the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public StockholdersShareholders” means the holders of Common Stock Ordinary Shares sold as part of the Units in the Offering or acquired in the aftermarket, including any of Company shareholder prior to the Initial Stockholders (as defined in Section 2.25.1 herein) Offering to the extent they acquire such Common Stock in the Offering or Ordinary Shares in the aftermarket (and solely with respect to such Common StockOrdinary Shares). Broadband Capital Management LLC“Business Day” shall mean any day other than a Saturday, a Sunday or a legal holiday or a day on which banking institutions or trust companies are authorized or obligated by law to close in New York City.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of approximately $25,000,000 154,350,000 net proceeds from the sale of the Firm UnitsUnits and the Private Units (as defined in section 1.3.3), all of which $153,000,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Stockholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental American Stock Transfer & Trust Company (“CST&TAST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in New York, New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in New York, New York are generally are open for use by customers on such day, and the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.3.1 below) to the extent they acquire such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third (3rd) Business Day business day following the commencement of trading Effective Date of the Firm UnitsRegistration Statement (or the fourth business day following the Effective Date, if the Registration Statement is declared effective after 4:30 p.m.) or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through at the facilities of Depository Trust Company (“DTC”) Representative’s election by wire transfer in Federal (same day) funds or by certified or bank cashier’s check(s) in New York Clearing House funds. The Company shall receive an aggregate of , payable as follows: $25,000,000 proceeds from the sale 47,847,500 of the proceeds received by the Company for the Firm Units, all of which Units shall be deposited into in the trust account (the “Trust Account”) fund established by the Company for the benefit of the Public Stockholders (as defined below), public stockholders as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1“Trust Fund”) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between and the remaining proceeds shall be paid to the order of the Company and Continental Stock Transfer & Trust Company (“CST&T”), upon delivery to you of the certificates (in the form and substance reasonably satisfactory to the RepresentativeUnderwriters) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (the “DTC”)) for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days full business days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day business day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, The Trust Fund shall also include $750,000 of gross proceeds (the term “Public Stockholders” means PPM Fees”) from the holders sale of Common Stock sold as part of 93,750 units (the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders (as defined in Section 2.25.1 herein“PPM Shares”) to the extent they acquire such Common Stock Company’s executive officers and directors in a private placement immediately prior to the Offering or in the aftermarket (and solely with respect to such Common Stock). Broadband Capital Management LLCOffering.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an An aggregate of $25,000,000 50,000,000 of net proceeds from the sale of the Firm Units, all of which Units and the Private Units shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Shareholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” shall mean any day other than a Saturday, Sunday or any day on which national banks in New York, New York are not open for business; provided, however, for clarification, that a Business Day shall include any day during which such banks are authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally open for use by customers on such day. As used herein, the term “Public StockholdersShareholders” means the holders of Common Stock Ordinary Shares sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.3.1 below) to the extent they acquire such Common Stock Ordinary Shares in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of approximately $25,000,000 100,750,000 net proceeds from the sale of the Firm UnitsUnits and the Private Units (as defined in section 1.3.3), all of which $100,000,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Shareholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day, and the term “Public StockholdersShareholders” means the holders of Common Stock Ordinary Shares sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.3.1 below) to the extent they acquire such Common Stock Ordinary Shares in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City Eastern time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of $25,000,000 51,000,000 net proceeds from the sale of the Firm Units and the Private Units, all of which $50,000,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Shareholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” shall mean any day other than a Saturday, Sunday or any day on which national banks in New York, New York are not open for business, and the term “Public StockholdersShareholders” means the holders of Common Stock Ordinary Shares sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Sponsor (as defined in Section 2.25.1 herein1.4.1 below) to the extent they acquire such Common Stock Ordinary Shares in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of one of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of approximately $25,000,000 154,750,000 net proceeds from the sale of the Firm UnitsUnits and the Private Units (as defined in section 1.3.3), all of which $153,000,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Shareholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day, and the term “Public StockholdersShareholders” means the holders of Common Stock Ordinary Shares sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.3.1 below) to the extent they acquire such Common Stock Ordinary Shares in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third (3rd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of $25,000,000 41,100,000 net proceeds from the sale of the Firm UnitsUnits and the Private Units (defined in Section 1.4.2 below), all of which $40,900,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders Shareholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 hereof) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), . The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” shall mean any day other than a Saturday, Sunday or any day on which national banks in New York, New York are not open for business, and the term “Public StockholdersShareholders” means the holders of Common Stock Ordinary Shares sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 1.4.1 herein) to the extent they acquire such Common Stock Ordinary Shares in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m., New York City time, on the third second (3rd2nd) Business Day (as defined below) following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company Company, at the offices of Xxxxxxxx Xxxxxx, counsel to the Representative Underwriters (“GM”), or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The , payable as follows: $178,500,000 of the proceeds received by the Company shall receive an aggregate of $25,000,000 proceeds from the sale of for the Firm Units, all the sale of which Placement Units (as defined in Section 1.3.2) and the Sponsor Loan (as defined in Section 2.21.4) shall be deposited into in the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&TCST”). The remaining proceeds (less commissions and actual expense payments or other fees payable pursuant to this Agreement), if any, shall be paid to the order of the Company upon delivery to the Representative of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (“DTC”)) for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) full Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver any of the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Sponsor (as defined in Section 2.25.1 hereinbelow) to the extent they acquire it acquires such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such shares of Common Stock). Broadband Capital Management LLC“Business Day” means any day other than a Saturday, a Sunday, or a legal holiday or a day on which banking institutions or trust companies are authorized or obligated by law to close in New York City.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third (3rd) Business Day following the commencement of trading Effective Date of the Firm UnitsRegistration Statement (or the fourth Business Day following the Effective Date, if the Registration Statement is declared effective after 4:30 p.m.), or at such earlier time as shall be agreed upon by the Representative and the Company Company, at the offices of the Representative or at such other place and in such a manner as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “"Closing Date.” " Payment for the Firm Units shall be made on the Closing Date through at the facilities of Depository Trust Company (“DTC”) Representative's election by wire transfer in Federal (same day) funds or by certified or bank cashier's check(s) in New York Clearing House funds. The Company shall receive an aggregate of , payable as follows: $25,000,000 proceeds from the sale 184,000,000 (or $7.36 per Unit) of the proceeds received by the Company for the Firm Units, all of which Units shall be deposited into in the trust account (the “Trust Account”) fund established by the Company for the benefit of the Public Stockholders (as defined below), public stockholders as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1"Trust Fund") and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “"Trust Agreement”") between and the remaining proceeds (less commissions, expense allowances and actual expense payments or other fees) shall be paid to the order of the Company and Continental Stock Transfer & Trust Company (“CST&T”), upon delivery to the Representative of the certificates (in the form and substance reasonably satisfactory to the RepresentativeUnderwriters) representing the Firm Units (or through the facilities of the DTC Depository Trust Company ("DTC") for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of Common Stock sold as part of the Units "Business Day" shall mean any day other than a Saturday, Sunday or any day on which national banks in the Offering or acquired in the aftermarketNew York, including any of the Initial Stockholders (as defined in Section 2.25.1 herein) to the extent they acquire such Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stock). Broadband Capital Management LLCNew York are not open for business.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third (3rd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate On the Closing Date, $150,000,000 of $25,000,000 the net proceeds from the sale of the Firm Units, all of which Units and the Private Units (defined in Section 1.4.2 herein) shall be deposited into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Shareholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” shall mean any day other than a Saturday, Sunday or any day on which national banks in New York, New York are not open for business, and the term “Public StockholdersShareholders” means the holders of Common Stock Ordinary Shares sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.4.1 below) to the extent they acquire such Common Stock Ordinary Shares in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City California time, on the third (3rd) Business Day following the commencement of trading Effective Date of the Firm UnitsRegistration Statement (or the fourth (4th) Business Day following the Effective Date, if the Registration Statement is declared effective after 4:30 p.m.) or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place and in such a manner as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through at the facilities of Depository Trust Company (“DTC”) Representative’s election by wire transfer in Federal (same day) funds or by certified or bank cashier’s check(s) in New York Clearing House funds. The Company shall receive an aggregate of , payable as follows: $25,000,000 proceeds from the sale 67,500,000 (or $7.20 per Firm Unit) of the proceeds received by the Company for the Firm Units, all of which Units shall be deposited into in the trust account (the “Trust Account”) fund established by the Company for the benefit of the Public Stockholders (as defined below), public stockholders as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1“Trust Fund”) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between and the remaining proceeds (less commissions, expense allowances and actual expense payments or other fees) shall be paid to the order of the Company and Continental Stock Transfer & Trust Company (“CST&T”), upon delivery to the Representative of the certificates (in the form and substance reasonably satisfactory to the RepresentativeUnderwriters) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (the “DTC”) for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public StockholdersBusiness Day” means the holders of Common Stock sold as part of the Units shall mean any day other than a Saturday, Sunday or any day on which national banks in the Offering or acquired in the aftermarketNew York, including any of the Initial Stockholders (as defined in Section 2.25.1 herein) to the extent they acquire such Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stock). Broadband Capital Management LLCNew York are not open for business.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day (as defined below) following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of the Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Of the proceeds received by the Company shall receive an aggregate of $25,000,000 proceeds from the sale of the Firm UnitsUnits and the Private Units (as defined in section 1.3.3), all an aggregate of which $60,600,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Shareholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company Company, as trustee (“CST&T”), substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in the City of New York are generally open for use by customers on such day, and the term “Public StockholdersShareholders” means the holders of Common Stock Ordinary Shares sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.3.1 below) to the extent they acquire such Common Stock Ordinary Shares in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day (as defined below) following the commencement of trading of the Firm UnitsUnits at the offices of Nomura, or at such earlier time and/or such other place as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative Representatives and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of The Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive On the Closing Date, an aggregate of $25,000,000 202,000,000 of the net proceeds from the sale of the Firm Units, all of which Units and Private Units shall be deposited into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expenses and fees payable pursuant to this Agreement) shall be paid to the order of the Company on the Closing Date upon delivery of certificates representing the certificates Firm Units (in the form and substance reasonably satisfactory to the RepresentativeRepresentatives) representing the Firm Units (or through the facilities of the DTC for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative Representatives may request in writing at least two (2) Business Days prior to the Closing Date. The Company will permit the Representative Representatives to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative Representatives for all the Firm Units. As used herein, the term “Business Day” means any day other than a Saturday, Sunday, or any day on which national banks in New York, New York are not open for business, and the term “Public Stockholders” means the holders of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Respondents (as defined in Section 2.25.1 herein2.14 below) to the extent they acquire such Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of approximately $25,000,000 154,250,000 net proceeds from the sale of the Firm UnitsUnits and the Private Warrants (as defined in section 1.3.3), all of which $153,000,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Shareholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day, and the term “Public StockholdersShareholders” means the holders of Common Stock Ordinary Shares sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.3.1 below) to the extent they acquire such Common Stock Ordinary Shares in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m., New York City time, on the third second (3rd2nd) Business Day (as defined below) following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company Company, at the offices of Loeb & Loeb LLP, counsel to the Representative Underwriters (“Loeb”), or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The , payable as follows: $101,500,000 of the proceeds received by the Company shall receive an aggregate of $25,000,000 proceeds from for the Firm Units and the sale of the Firm Units, all of which Placement Warrants (as defined in Section 1.4.2) shall be deposited into in the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&TCST”). The remaining proceeds (less commissions and actual expense payments or other fees payable pursuant to this Agreement), if any, shall be paid to the order of the Company upon delivery to the Representative of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (“DTC”)) for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) full Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver any of the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders (as defined in Section 2.25.1 hereinbelow) to the extent they acquire it acquires such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such shares of Common Stock). Broadband Capital Management LLC“Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of approximately $25,000,000 76,400,000 net proceeds from the sale of the Firm UnitsUnits and the Private Units (as defined in section 1.3.3), all of which $75,750,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Stockholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in New York, New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in New York, New York are generally are open for use by customers on such day, and the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.3.1 below) to the extent they acquire such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of approximately $25,000,000 102,200,000 net proceeds from the sale of the Firm UnitsUnits and the Private Warrants (defined in Section 1.3.3 herein), all of which $101,000,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Shareholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day, and the term “Public StockholdersShareholders” means the holders of Common Stock Ordinary Shares sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.4.1 below) to the extent they acquire such Common Stock Ordinary Shares in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third (3rd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of $25,000,000 40,450,000 net proceeds from the sale of the Firm Units, all the Sponsor Warrants and EBC Warrants, of which $40,000,000 shall be deposited into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders Shareholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), . The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public StockholdersShareholders” means the holders of Common Stock Ordinary Shares sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 1.4.1 herein) to the extent they acquire such Common Stock Ordinary Shares in the Offering or in the aftermarket (and solely with respect to such Common StockOrdinary Shares). Broadband Capital Management LLC.EarlyBirdCapital, Inc. ____________, 2012

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third (3rd) Business Day business day following the commencement of trading effective date of the Firm UnitsRegistration Statement (or the fourth business day following the effective date, if the Registration Statement is declared effective after 4:30 p.m.) or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as are called, collectively, the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through at the facilities of Depository Trust Company (“DTC”) Representative’s election by wire transfer in Federal (same day) funds or by certified or bank cashier’s check(s) in New York Clearing House funds. The Company shall receive an aggregate of $25,000,000 , payable as follows: the gross proceeds from the sale of received for the Firm UnitsUnits sold in the Offering, all less 6% of which such proceeds attributable to the Underwriters’ discounts and commissions as described herein, shall be deposited into in the trust account (the “Trust Account”) fund established by the Company for the benefit of the Public Stockholders (as defined below), public stockholders as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1“Trust Fund”) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between provided, however, that $1,150,00 of such proceeds, and the amount attributable to the nonaccountable expense allowance set forth in Section 3.7.2, shall be paid to the order of the Company and Continental Stock Transfer & Trust Company (“CST&T”), upon delivery to you of the certificates (in the form and substance reasonably satisfactory to the RepresentativeUnderwriters) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (the “DTC”)) for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing writing, such request to be made at least two (2) Business Days business days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day two business days prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders (as defined in Section 2.25.1 herein) to the extent they acquire such Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stock). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third (3rd) Business Day following the commencement of trading Effective Date of the Firm UnitsRegistration Statement (or the fourth Business Day following the Effective Date, if the Registration Statement is declared effective after 4:30 p.m.), or at such earlier time as shall be agreed upon by the Representative and the Company Company, at the offices of the Representative or at such other place and in such a manner as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through at the facilities of Depository Trust Company (“DTC”) Representative’s election by wire transfer in Federal (same day) funds or by certified or bank cashier’s check(s) in New York Clearing House funds. The Company shall receive an aggregate of , payable as follows: $25,000,000 proceeds from the sale 184,675,000 (approximately $9.23 per Unit) of the proceeds received by the Company for the Firm Units, all of which Units shall be deposited into in the trust account (the “Trust Account”) fund established by the Company for the benefit of the Public Stockholders (as defined below), public stockholders as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1“Trust Fund”) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between and the remaining proceeds (less commissions, expense allowances and actual expense payments or other fees) shall be paid to the order of the Company and Continental Stock Transfer & Trust Company (“CST&T”), upon delivery to the Representative of the certificates (in the form and substance reasonably satisfactory to the RepresentativeUnderwriters) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (“DTC”) for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public StockholdersBusiness Day” means the holders of Common Stock sold as part of the Units shall mean any day other than a Saturday, Sunday or any day on which national banks in the Offering or acquired in the aftermarketNew York, including any of the Initial Stockholders (as defined in Section 2.25.1 herein) to the extent they acquire such Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stock). Broadband Capital Management LLCNew York are not open for business.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third (3rd) Business Day business day following the commencement of trading of the Firm Units, Units or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the are called “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through at the facilities of Depository Trust Company (“DTC”) Representative’s election by wire transfer in Federal (same day) funds or by certified or bank cashier’s check(s) in New York Clearing House funds. The Company shall receive an aggregate of , payable as follows: $25,000,000 proceeds from the sale 192,175,000 of the Firm Units, all of which shall be deposited into the trust account (the “Trust Account”) established proceeds received by the Company for the benefit of Firm Units shall be deposited in the Public Stockholders (as defined below), as described trust fund established by the Company to the extent set forth in the Registration Statement for the benefit of the public stockholders (as defined in Section 2.1.1“Trust Fund”), the Statutory Prospectus (as defined in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between and the remaining proceeds shall be paid (subject to Section 3.13 hereof) to the order of the Company and Continental Stock Transfer & Trust Company (“CST&T”), upon delivery to the Representative of the certificates (in the form and substance reasonably satisfactory to the RepresentativeUnderwriters) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (“DTC”)) for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days full business days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day business day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders (as defined in Section 2.25.1 herein) to the extent they acquire such Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stock). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third (3rd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of $25,000,000 41,300,000 net proceeds from the sale of the Firm UnitsUnits and the Private Units (defined in Section 1.4.2 below), all of which $40,800,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 hereof) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), . The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” shall mean any day other than a Saturday, Sunday or any day on which national banks in New York, New York are not open for business, and the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 1.4.1 herein) to the extent they acquire such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m., New York City time, on the third (3rd) fourth Business Day (as defined below) following the commencement of trading effective date of the Firm Units, Registration Statement or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative Ellenoff Gxxxxxxx & Schole LLP (“EG&S”) or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units are called the “Closing Time” and the date on which the Closing Time occurs is referred to herein as called the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of $25,000,000 proceeds from the sale , payable as follows: $ 40,000,000 of the proceeds received by the Company for the Firm Units, all of which shall be deposited into Units in the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders holders of shares of Common Stock included in the Units (as defined below)in Section 1.2.1) (such shares of Common Stock, the “Public Common Stock” and the holders of such Public Common Stock, the “Public Stockholders”) as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1“Trust Account”) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the ““ Trust AgreementAgreement ”) between the Company and Continental Stock Transfer & Trust Company (“CST&TCST”), ) and the remaining proceeds shall be paid (subject to Section 3.10 hereof) to the order of the Company upon delivery to you of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (“DTC”) for the account of the Underwriters or, at the instruction of the Representative, by delivery of certificates in form and substance satisfactory to the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) full Business Days prior to the Closing Date. The If the Representative has instructed that certificates be delivered for the Firm Units, the Company will permit the Representative to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein“Business Day” shall mean any day other than a Saturday, the term “Public Stockholders” means the holders of Common Stock sold as part of the Units a Sunday or a legal holiday or a day on which banking institutions or trust companies are authorized or obligated by law to close in the Offering or acquired in the aftermarket, including any of the Initial Stockholders (as defined in Section 2.25.1 herein) to the extent they acquire such Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stock). Broadband Capital Management LLCNew York City.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m., New York City time, on the third second (3rd2nd) Business Day (as defined below) following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company Company, at the offices of Xxxxxx Xxxxxxx Xxxxxxx & Li LLC, counsel to the Representative Underwriters (“HTFL”), or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The , payable as follows: $60,600,000 of the proceeds received by the Company shall receive an aggregate of $25,000,000 proceeds from for the Firm Units and the sale of the Firm Units, all of which Initial Placement Units (as defined in Section 1.4.2) shall be deposited into in the trust account (the “Trust Account”) at Deutsche Bank Trust Company Americas in the United States, established by the Company for the benefit of the Public Stockholders Shareholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental American Stock Transfer & Trust Company Company, LLC (“CST&TAST”), acting as trustee. The funds deposited in the Trust Account shall include an aggregate of $2,100,000, or up to $0.35 per Firm Unit, payable to the Underwriters as Deferred Underwriting Discounts, in accordance with Section 1.3 hereof. The remaining proceeds (less discounts and actual expense payments or other fees payable pursuant to this Agreement), if any, shall be paid to the order of the Company upon delivery to the Representative of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (“DTC”)) for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) full Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver any of the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public StockholdersShareholders” means the holders of Common Stock Ordinary Shares sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Shareholders (as defined in Section 2.25.1 hereinbelow) to the extent they acquire it acquires such Common Stock in the Offering or Ordinary Shares in the aftermarket (and solely with respect to such Common StockOrdinary Shares). Broadband Capital Management LLC“Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third (3rd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of $25,000,000 61,750,000 net proceeds from the sale of the Firm UnitsUnits and the Private Securities (defined in Section 1.4.3 below), all of which $61,200,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders Shareholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 hereof) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), . The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” shall mean any day other than a Saturday, Sunday or any day on which national banks in New York, New York are not open for business, and the term “Public StockholdersShareholders” means the holders of Common Stock Ordinary Shares sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 1.4.1 herein) to the extent they acquire such Common Stock Ordinary Shares in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of approximately $25,000,000 150,900,000 net proceeds from the sale of the Firm UnitsUnits and the Private Warrants (defined in Section 1.4.2 herein), all of which $150,000,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Stockholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day, and the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.4.1 below) to the extent they acquire such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.EarlyBirdCapital, Inc. February 8, 2021

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third (3rd) Business Day business day following the commencement of trading of the Firm Units, Units or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the are called “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through at the facilities of Depository Trust Company (“DTC”) Representative’s election by wire transfer in Federal (same day) funds or by certified or bank cashier’s check(s) in New York Clearing House funds. The Company shall receive an aggregate of , payable as follows: $25,000,000 proceeds from the sale 144,675,000 of the Firm Units, all of which shall be deposited into the trust account (the “Trust Account”) established proceeds received by the Company for the benefit of Firm Units shall be deposited in the Public Stockholders (as defined below), as described trust fund established by the Company to the extent set forth in the Registration Statement for the benefit of the public stockholders (as defined in Section 2.1.1“Trust Fund”), the Statutory Prospectus (as defined in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between and the remaining proceeds shall be paid (subject to Section 3.13 hereof) to the order of the Company and Continental Stock Transfer & Trust Company (“CST&T”), upon delivery to the Representative of the certificates (in the form and substance reasonably satisfactory to the RepresentativeUnderwriters) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (“DTC”)) for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days full business days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day business day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders (as defined in Section 2.25.1 herein) to the extent they acquire such Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stock). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of approximately $25,000,000 225,900,000 net proceeds from the sale of the Firm UnitsUnits and the Private Units (as defined in section 1.3.3), all of which $225,000,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Stockholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day, and the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.3.1 below) to the extent they acquire such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.EarlyBirdCapital, Inc.February 10, 2021Page 3 of 41

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m., New York City time, on the third second (3rd2nd) Business Day (as defined below) following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company Company, at the offices of White & Case LLP, counsel to the Representative Underwriters (“W&C”), or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The , payable as follows: $110,000,000 of the proceeds received by the Company shall receive an aggregate of $25,000,000 proceeds from for the Firm Units and the sale of the Firm Units, all of which Placement Warrants (as defined in Section 1.4.2) shall be deposited into in the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&TCST”). The remaining proceeds (less commissions and actual expense payments or other fees payable pursuant to this Agreement), if any, shall be paid to the order of the Company upon delivery to the Representative of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (“DTC”)) for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) full Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver any of the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders (as defined in Section 2.25.1 hereinbelow) to the extent they acquire it acquires such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such shares of Common Stock). Broadband Capital Management LLC“Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of approximately $25,000,000 75,725,000 net proceeds from the sale of the Firm UnitsUnits and the Private Units (as defined in section 1.3.3), all of which $75,000,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Stockholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in New York, New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in New York, New York are generally are open for use by customers on such day, and the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.3.1 below) to the extent they acquire such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m., New York City time, on the third second (3rd2nd) Business Day (as defined below) following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company Company, at the offices of Loeb & Loeb LLP, counsel to the Representative Underwriters (“Loeb”), or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The , payable as follows: $277,750,000 of the proceeds received by the Company shall receive an aggregate of $25,000,000 proceeds from for the Firm Units and the sale of the Firm Units, all of which Placement Warrants (as defined in Section 1.4.2) shall be deposited into in the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&TCST”). The remaining proceeds (less commissions and actual expense payments or other fees payable pursuant to this Agreement), if any, shall be paid to the order of the Company upon delivery to the Representative of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (“DTC”)) for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) full Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver any of the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders (as defined in Section 2.25.1 hereinbelow) to the extent they acquire it acquires such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such shares of Common Stock). Broadband Capital Management LLC“Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day.

Payment and Delivery. (1) Delivery and payment for the Firm Units shall be made at 10:00 9:30 a.m., New York City time, on the third second (3rd2nd) Business Day (as defined below) following the commencement of trading of the Firm UnitsUnits (as defined below), or at such earlier time as shall be agreed upon by the Representative and the Company Company, at the offices of Blank Rome LLP, counsel to the Representative Underwriters (“Blank Rome”), or at such other place as shall be agreed upon by the Representative and the CompanyCompany (including remotely by facsimile or other electronic transmission). The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of , payable as follows: $25,000,000 proceeds from the sale 150,000,000 of the proceeds received by the Company for the Firm Units, all of which Units and Private Placements (as defined in Section 1.4.2) shall be deposited into in the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&TCST”). The remaining proceeds (less commissions and actual expense payments or other fees payable pursuant to this Agreement), if any, shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing Representative of the Firm Units (or in book-entry form through the facilities of the DTC Depository Trust Company (“DTC”) for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) full Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver any of the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Sponsor (as defined in Section 2.25.1 hereinbelow) to the extent they acquire it acquires such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such shares of Common Stock). Broadband Capital Management LLC“Business Day” means any day other than a Saturday, a Sunday, or a legal holiday or a day on which banking institutions or trust companies are authorized or obligated by law to close in New York City; provided, however, for clarification, banking institutions or trust companies shall not be deemed to be authorized or obligated by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in New York City are generally are open for use by customers on such day.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative Co-Representatives and the Company at the offices of either of the Representative Co-Representatives or at such other place as shall be agreed upon by the Representative Co-Representatives and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of approximately $25,000,000 101,850,000 net proceeds from the sale of the Firm UnitsUnits and the Private Warrants (as defined in section 1.3.2), all of which $100,000,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Shareholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the RepresentativeCo-Representatives) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersCo-Representatives). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative Co-Representatives may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative Co-Representatives to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative Co-Representatives for all the Firm Units. As used herein, the term “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day, and the term “Public StockholdersShareholders” means the holders of Common Stock Ordinary Shares sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.3.1 below) to the extent they acquire such Common Stock Ordinary Shares in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.Moelis & Company LLC Xxxxxxxxxxx & Co. Inc. __________, 2021

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day (as defined below) following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of approximately $25,000,000 201,000,000 net proceeds from the sale of the Firm UnitsUnits and the Private Warrants (defined in Section 1.3.2 herein), all of which $200,000,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Stockholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”) substantially in the form annexed as an exhibit to the Registration Statement. The funds deposited in the Trust Account shall include an aggregate of $7,000,000 ($0.35 per Firm Unit), payable to the Representative as Deferred Underwriting Commission, in accordance with Section 1.4 hereof. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day, and the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.3.1 below) to the extent they acquire such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.EarlyBirdCapital, Inc. , 2021

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m., New York City time, on the third (3rd) Business Day (as defined below) following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company Company, at the offices of Freshfields Bruckhaus Xxxxxxxx US LLP, counsel to the Representative Underwriters (“Freshfields”), or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of , payable as follows: $25,000,000 proceeds from the sale 294,000,000 of the proceeds received by the Company for the Firm Units, all of which Units shall be deposited into in the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1“Trust Account”) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&TCST”). The Representative shall also deposit in the Trust Account an aggregate of $9,000,000 ($0.30 per Firm Unit), payable to Cantor Xxxxxxxxxx as Deferred Underwriting Commission, in accordance with Section 1.3 hereof. The remaining proceeds (less commissions and actual expense payments or other fees payable pursuant to this Agreement), if any, shall be paid to the order of the Company upon delivery to the Representative of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (“DTC”)) for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) full Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver any of the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any stockholder of the Initial Stockholders Company prior to the Offering (as defined in Section 2.25.1 hereineach an “Insider Stockholder” and together the “Insider Stockholders”) to the extent they acquire such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such shares of Common Stock). Broadband Capital Management LLC“Business Day” shall mean any day other than a Saturday, a Sunday or a legal holiday or a day on which banking institutions or trust companies are authorized or obligated by law to close in New York City.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at the offices of the Underwriter at 10:00 a.m.A.M., New York City time, on the third (3rd) Business Day following the commencement of trading of the Firm Units, or at such other place or earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative Underwriter and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an An aggregate of $25,000,000 proceeds from the sale 14,075,000 of the proceeds received by the Company for the Firm Units, all of which Units shall be deposited into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders Shareholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), . The remaining proceeds (less commissions and actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery to the Underwriter of the certificates (in the form and substance reasonably satisfactory to the RepresentativeUnderwriter) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersUnderwriter). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative Underwriter may request in writing at least two (2) Business Days prior to the Closing Date. The Company will permit the Representative Underwriter to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative Underwriter for all the Firm Units. As used herein, the term “Public StockholdersShareholders” means the holders of Common Stock Subunits sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Shareholders (as defined in Section 2.25.1 1.4.1 herein) to the extent they acquire such Common Stock Subunits in the Offering or in the aftermarket (and solely with respect to such Common StockSubunits). Broadband Capital Management LLC.EarlyBirdCapital, Inc. February 17, 2011

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative Representatives and the Company at the offices of either of the Representative Representatives or at such other place as shall be agreed upon by the Representative Representatives and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of The Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of approximately $25,000,000 100,820,000 net proceeds from the sale of the Firm UnitsUnits and the Private Warrants (as defined in section 1.3.3), all of which $100,000,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Shareholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the RepresentativeRepresentatives) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentatives). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative Representatives may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative Representatives to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative Representatives for all the Firm Units. As used herein, the term “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day, and the term “Public StockholdersShareholders” means the holders of Common Stock Ordinary Shares sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Company’s officers, directors and holders of Founder Shares (as defined in Section 2.25.1 herein1.3.1) to the extent they acquire such Common Stock Ordinary Shares in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.Roth Xxxital Partners, LLC _________, 2021

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third (3rd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of $25,000,000 40,400,000 net proceeds from the sale of the Firm Units, all the Private Units (defined in Section 1.4.2 below), of which $40,000,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders Shareholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 hereof) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), . The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” shall mean any day other than a Saturday, Sunday or any day on which national banks in New York, New York are not open for business, and the term “Public StockholdersShareholders” means the holders of Common Stock Ordinary Shares sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 1.4.1 herein) to the extent they acquire such Common Stock Ordinary Shares in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.1:00 P.M., New York City time, on the third (3rd) Business Day business day following the commencement date of trading this Agreement (or the fourth business day following the date of the Firm Unitsthis Agreement, if this Agreement is executed after 4:30 p.m., New York time) or at such earlier time as shall be agreed upon by the Representative Underwriter and the Company at the offices of the Representative Underwriter or at such other place as shall be agreed upon by the Representative Underwriter and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “Closing Date.” Payment for the Firm Units shall be made by the Underwriter on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in immediately available Federal (same day) funds. The Company shall receive an aggregate funds of $25,000,000 proceeds from 114,600,000, representing the sale of aggregate purchase price for the Firm UnitsUnits based on the Initial Purchase Price, all of which payable as follows: $113,950,000 shall be deposited into paid by the Underwriter to the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1“Trust Account”) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management the Trust Agreement (as defined below in Section 2.10.3 hereof), and $650,000, less the “Trust Agreement”) between amount owed by the Company and Continental Stock Transfer & Trust Company (“CST&T”), upon delivery to the Underwriter for all expenses incident to the performance of the obligations of the Company under this agreement as set forth in Section 3.8 hereof, shall be paid to the order of the Company to a bank account established by the Company, against delivery to the Underwriter of certificates (in the form and substance reasonably satisfactory to the RepresentativeUnderwriter) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (“DTC”)) for the account of the Underwriters)Underwriter. The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative Underwriter may request in writing at least two (2) Business Days full business days prior to the Closing Date. The Company will permit the Representative Underwriter to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day business day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative Underwriter for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders (as defined in Section 2.25.1 herein) to the extent they acquire such Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stock). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of approximately $25,000,000 121,000,000 net proceeds from the sale of the Firm UnitsUnits and the Private Units (as defined in section 1.3.3), all of which $120,000,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Stockholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day, and the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.3.1 below) to the extent they acquire such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.EarlyBirdCapital, Inc. March 22, 2021

Payment and Delivery. (1) Delivery and payment for the Firm Units shall be made at 10:00 9:30 a.m., New York City time, on the third second (3rd2nd) Business Day (as defined below) following the commencement of trading of the Firm UnitsUnits (as defined below), or at such earlier time as shall be agreed upon by the Representative and the Company Company, at the offices of Blank Rome LLP, counsel to the Representative Underwriters (“Blank Rome”), or at such other place as shall be agreed upon by the Representative and the CompanyCompany (including remotely by facsimile or other electronic transmission). The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of , payable as follows: $25,000,000 proceeds from the sale 71,400,000 of the proceeds received by the Company for the Firm Units, all of which Units and Private Placements (as defined in Section 1.4.2) shall be deposited into in the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&TCST”). The remaining proceeds (less commissions and actual expense payments or other fees payable pursuant to this Agreement), if any, shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing Representative of the Firm Units (or in book-entry form through the facilities of the DTC Depository Trust Company (“DTC”) for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) full Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver any of the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Sponsor (as defined in Section 2.25.1 hereinbelow) to the extent they acquire it acquires such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such shares of Common Stock). Broadband Capital Management LLC“Business Day” means any day other than a Saturday, a Sunday, or a legal holiday or a day on which banking institutions or trust companies are authorized or obligated by law to close in New York City; provided, however, for clarification, banking institutions or trust companies shall not be deemed to be authorized or obligated by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in New York City are generally are open for use by customers on such day.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day (as defined below) following the commencement of trading of the Firm UnitsUnits at the offices of the Representative, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at and/or such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive On the Closing Date, an aggregate of $25,000,000 150,000,000 of the net proceeds from the sale of the Firm Units, all of which Private Units and Private Warrants shall be deposited into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expenses and fees payable pursuant to this Agreement) shall be paid to the order of the Company on the Closing Date upon delivery of certificates representing the certificates Firm Units (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the Underwriters)Representative. The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” means any day other than a Saturday, Sunday, or any day on which national banks in New York, New York are not open for business, and the term “Public Stockholders” means the holders of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Respondents (as defined in Section 2.25.1 herein2.14 below) to the extent they acquire such Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third (3rd) Business Day business day following the commencement of trading Effective Date of the Firm UnitsRegistration Statement (or the fourth business day following the Effective Date, if the Registration Statement is declared effective after 4:30 p.m.) or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “Closing Date"CLOSING DATE.” " Payment for the Firm Units shall be made on the Closing Date through at the facilities of Depository Trust Company (“DTC”) Representative's election by wire transfer in Federal (same day) funds or by certified or bank cashier's check(s) in New York Clearing House funds. The Company shall receive an aggregate of , payable as follows: $25,000,000 proceeds from the sale 57,600,000 ($7.20 per Firm Unit) of the proceeds received by the Company for the Firm Units, all of which Units shall be deposited into in the trust account (the “Trust Account”) fund established by the Company for the benefit of the Public Stockholders (as defined below), public stockholders as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1"TRUST FUND") and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”"TRUST AGREEMENT") between and the remaining proceeds (less commissions, expense allowance and actual expense payments or other fees) shall be paid to the order of the Company and Continental Stock Transfer & Trust Company (“CST&T”), upon delivery to you of the certificates (in the form and substance reasonably satisfactory to the RepresentativeUnderwriters) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (the "DTC") for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day business day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of Common Stock sold as part of the Units "BUSINESS DAY" shall mean any day other than a Saturday, Sunday or any day on which national banks in the Offering or acquired in the aftermarketNew York, including any of the Initial Stockholders (as defined in Section 2.25.1 herein) to the extent they acquire such Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stock). Broadband Capital Management LLCNew York are not open for business.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an An aggregate of $25,000,000 51,500,000 of net proceeds from the sale of the Firm Units, all of which Units and the Private Units shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Shareholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” shall mean any day other than a Saturday, Sunday or any day on which national banks in New York, New York are not open for business; provided, however, for clarification, that a Business Day shall include any day during which such banks are authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally open for use by customers on such day. As used herein, the term “Public StockholdersShareholders” means the holders of Common Stock Ordinary Shares sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.3.1 below) to the extent they acquire such Common Stock Ordinary Shares in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third (3rd) Business Day business day following the commencement of trading of Effective Date (or the Firm Unitsfourth business day following the Effective Date, if the Registration Statement is declared effective after 4:30 p.m.) or at such earlier time as shall be agreed upon by the Representative Co-Representatives and the Company at the offices of one of the Representative Co-Representatives or at such other place as shall be agreed upon by the Representative Co-Representatives and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Dateare called "CLOSING DATE.” " Payment for the Firm Units shall be made on the Closing Date through at the facilities of Depository Trust Company (“DTC”) Co-Representatives' election by wire transfer in Federal (same day) funds or by certified or bank cashier's check(s) in New York Clearing House funds. The Company shall receive an aggregate of $25,000,000 proceeds from the sale , payable as follows: Some of the proceeds received by the Company for the Firm Units, all of which Units shall be deposited into in the trust account (the “Trust Account”) fund established by the Company for the benefit of the Public Stockholders (as defined below), public stockholders as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1"TRUST FUND") and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement ("TRUST AGREEMENT") and the “Trust Agreement”remaining proceeds shall be paid (subject to Section 3.13 hereof) between to the order of the Company and Continental Stock Transfer & Trust Company (“CST&T”), upon delivery to you of the certificates (in the form and substance reasonably satisfactory to the RepresentativeUnderwriters) representing the Firm Units (or through the facilities of the DTC The Depository Trust Company ("DTC")) for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative Co-Representatives may request in writing at least two (2) Business Days full business days prior to the Closing Date. The Company will permit the Representative Co-Representatives to examine and package the Firm Units for delivery at least one (1) full Business Day business day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative Co-Representatives for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders (as defined in Section 2.25.1 herein) to the extent they acquire such Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stock). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of approximately $25,000,000 151,000,000 net proceeds from the sale of the Firm UnitsUnits and the Private Units (as defined in section 1.3.3), all of which $150,000,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Stockholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day, and the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.3.1 below) to the extent they acquire such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.1:00 P.M., New York City time, on the third (3rd) Business Day business day following the commencement date of trading this Agreement (or the fourth business day following the date of the Firm Unitsthis Agreement, if this Agreement is executed after 4:30 p.m.) or at such earlier time as shall be agreed upon by the Representative Underwriter and the Company at the offices of the Representative Underwriter or at such other place as shall be agreed upon by the Representative Underwriter and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as are called the “Closing Date.” Payment for the Firm Units shall be made by the Underwriter on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in immediately available Federal (same day) funds. The Company shall receive an aggregate funds of $25,000,000 proceeds from 71,250,000, representing the sale aggregate purchase price for the Firm Units based on the Initial Purchase Price, payable as follows: $70,000,000 of the proceeds received by the Company for the Firm Units, all of which Units shall be deposited into in the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), public stockholders as described in the Registration Statement (as defined $1,500,000 of which is deposited in Section 2.1.1), respect of the Statutory Prospectus Deferred Compensation (as defined below)) and $1,250,000, less the amount owed by the Company to the Underwriter for all accountable expenses owed thereto incident to the performance of the obligations of the Company under this Agreement as set forth in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1)3.8 hereof, and pursuant shall be paid to the terms order of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”)to a bank account established by the Company, upon against delivery to you of the certificates (in the form and substance reasonably satisfactory to the RepresentativeUnderwriter) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (“DTC”)) for the account of the Underwriters)Underwriter. The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative Underwriter may request in writing at least two (2) Business Days full business days prior to the Closing Date. The Company will permit the Representative Underwriter to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day business day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative Underwriter for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders (as defined in Section 2.25.1 herein) to the extent they acquire such Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stock). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m., New York City time, on the third second (3rd2nd) Business Day (as defined below) following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company Company, at the offices of Xxxxxxxx Xxxxxx, counsel to the Representative Underwriters (“GM”), or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The , payable as follows: $450,000,000 of the proceeds received by the Company shall receive an aggregate of $25,000,000 proceeds from for the Firm Units and the sale of the Firm Units, all of which Placement Units (as defined in Section 1.3.2) shall be deposited into in the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&TCST”). The remaining proceeds (less commissions and actual expense payments or other fees payable pursuant to this Agreement), if any, shall be paid to the order of the Company upon delivery to the Representative of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (“DTC”)) for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) full Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver any of the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Sponsor (as defined in Section 2.25.1 hereinbelow) to the extent they acquire it acquires such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such shares of Common Stock). Broadband Capital Management LLC“Business Day” means any day other than a Saturday, a Sunday, or a legal holiday or a day on which banking institutions or trust companies are authorized or obligated by law to close in New York City.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of approximately $25,000,000 126,255,000 net proceeds from the sale of the Firm UnitsUnits and the Private Units (as defined in section 1.3.3), all of which $125,000,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Stockholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day, and the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.3.1 below) to the extent they acquire such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of $25,000,000 154,150,000 net proceeds from the sale of the Firm UnitsUnits and the Private Units (defined in Section 1.4.2 herein), all of which $150,000,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Shareholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” shall mean any day other than a Saturday, Sunday or any day on which national banks in New York, New York are not open for business, and the term “Public StockholdersShareholders” means the holders of Common Stock Ordinary Shares sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.4.1 below) to the extent they acquire such Common Stock Ordinary Shares in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.EarlyBirdCapital, Inc. [●], 2018

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third (3rd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of $25,000,000 40,450,000 net proceeds from the sale of the Firm Units, all the Sponsor Warrants and EBC Warrants, of which $40,000,000 shall be deposited into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders Shareholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), . The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public StockholdersShareholders” means the holders of Common Stock Ordinary Shares sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 1.4.1 herein) to the extent they acquire such Common Stock Ordinary Shares in the Offering or in the aftermarket (and solely with respect to such Common StockOrdinary Shares). Broadband Capital Management LLC.EarlyBirdCapital, Inc. July 19, 2012 Page 3 of 45

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of approximately $25,000,000 102,795,000 net proceeds from the sale of the Firm UnitsUnits and the Private Units (as defined in section 1.4.2), all of which $101,500,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Stockholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in New York, New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in New York, New York are generally are open for use by customers on such day, and the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.4.1 below) to the extent they acquire such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 9:30 a.m., New York City time, on the third second (3rd2nd) Business Day (as defined below) following the commencement of trading of the Firm UnitsUnits (as defined below), or at such earlier time as shall be agreed upon by the Representative and the Company Company, at the offices of Loeb & Loeb LLP, counsel to the Representative Underwriters (“Loeb”), or at such other place as shall be agreed upon by the Representative and the CompanyCompany (including remotely by facsimile or other electronic transmission). The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of , payable as follows: $25,000,000 proceeds from the sale 101,000,000 of the proceeds received by the Company for the Firm Units, all of which Units and Private Placement (as defined in Section 1.4.2) shall be deposited into in the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&TCST”). The remaining proceeds (less commissions and actual expense payments or other fees payable pursuant to this Agreement), if any, shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing Representative of the Firm Units (or in book-entry form through the facilities of the DTC Depository Trust Company (“DTC”) for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) full Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver any of the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Sponsor (as defined in Section 2.25.1 hereinbelow) to the extent they acquire it acquires such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such shares of Common Stock). Broadband Capital Management LLC“Business Day” means any day other than a Saturday, a Sunday, or a legal holiday or a day on which banking institutions or trust companies are authorized or obligated by law to close in New York City; provided, however, for clarification, banking institutions or trust companies shall not be deemed to be authorized or obligated by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in New York City are generally are open for use by customers on such day.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third (3rd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of $25,000,000 152,050,000 net proceeds from the sale of the Firm UnitsUnits and the Private Units (defined in Section 1.4.2 herein), all of which $151,500,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Stockholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” shall mean any day other than a Saturday, Sunday or any day on which national banks in New York, New York are not open for business, and the term “Public Stockholders” means the holders of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Respondents (as defined in Section 2.25.1 herein2.14 below) to the extent they acquire such Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m., New York City time, on the third second (3rd2nd) Business Day (as defined below) following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company Company, at the offices of Xxxxxx Xxxxxxx Xxxxxxx & Li LLC, counsel to the Representative Underwriters (“HTFL”), or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The , payable as follows: $50,000,000 of the proceeds received by the Company shall receive an aggregate of $25,000,000 proceeds from for the Firm Units and the sale of the Firm Units, all of which Initial Placement Units (as defined in Section 1.4.2) shall be deposited into in the trust account (the “Trust Account”) at Deutsche Bank Trust Company Americas in the United States, established by the Company for the benefit of the Public Stockholders Shareholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental American Stock Transfer & Trust Company Company, LLC (“CST&TAST”), acting as trustee. The funds deposited in the Trust Account shall include an aggregate of $1,750,000, or up to $0.35 per Firm Unit, payable to the Underwriters as Deferred Underwriting Discounts, in accordance with Section 1.3 hereof. The remaining proceeds (less discounts and actual expense payments or other fees payable pursuant to this Agreement), if any, shall be paid to the order of the Company upon delivery to the Representative of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (“DTC”)) for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) full Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver any of the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public StockholdersShareholders” means the holders of Common Stock Ordinary Shares sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Shareholders (as defined in Section 2.25.1 hereinbelow) to the extent they acquire it acquires such Common Stock in the Offering or Ordinary Shares in the aftermarket (and solely with respect to such Common StockOrdinary Shares). Broadband Capital Management LLC“Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of $25,000,000 221,500,000 net proceeds from the sale of the Firm UnitsUnits and the Private Warrants (defined in Section 1.4.2 herein), all of which $220,000,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Shareholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” shall mean any day other than a Saturday, Sunday or any day on which national banks in New York, New York are not open for business, and the term “Public StockholdersShareholders” means the holders of Common Stock Ordinary Shares sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.4.1 below) to the extent they acquire such Common Stock Ordinary Shares in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third (3rd) Business Day following the commencement of trading Effective Date of the Firm UnitsRegistration Statement (or the fourth (4th) Business Day following the Effective Date, if the Registration Statement is declared effective after 4:30 p.m.) or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place and in such a manner as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “"Closing Date.” " Payment for the Firm Units shall be made on the Closing Date through at the facilities of Depository Trust Company (“DTC”) Representative's election by wire transfer in Federal (same day) funds or by certified or bank cashier's check(s) in New York Clearing House funds. The Company shall receive an aggregate of , payable as follows: $25,000,000 proceeds from the sale 72,900,000 (or $7.29 per Unit) of the proceeds received by the Company for the Firm Units, all of which Units shall be deposited into in the trust account (the “Trust Account”) fund established by the Company for the benefit of the Public Stockholders (as defined below), public stockholders as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1"Trust Fund") and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “"Trust Agreement”") between and the remaining proceeds (less commissions, expense allowances and actual expense payments or other fees) shall be paid to the order of the Company and Continental Stock Transfer & Trust Company (“CST&T”), upon delivery to the Representative of the certificates (in the form and substance reasonably satisfactory to the RepresentativeUnderwriters) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (the "DTC") for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of Common Stock sold as part of the Units "Business Day" shall mean any day other than a Saturday, Sunday or any day on which national banks in the Offering or acquired in the aftermarketNew York, including any of the Initial Stockholders (as defined in Section 2.25.1 herein) to the extent they acquire such Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stock). Broadband Capital Management LLCNew York are not open for business.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of $25,000,000 121,850,000 net proceeds from the sale of the Firm Units and the Private Units, all of which $121,200,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Stockholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” shall mean any day other than a Saturday, Sunday or any day on which national banks in New York, New York are not open for business; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day; and the term “Public Stockholders” means the holders of Common Stock Subunits sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.3.1 below) to the extent they acquire such Common Stock Subunits in the Offering or in the aftermarket (and solely with respect to such Common StockSubunits). Broadband Capital Management LLC.EarlyBirdCapital, Inc. December 21, 2020

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City Eastern time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of approximately $25,000,000 103,500,000 net proceeds from the sale of the Firm UnitsUnits and the Private Warrants (as defined in Section 1.3.3 herein), all of which $102,000,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Shareholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day, and the term “Public StockholdersShareholders” means the holders of Common Stock Ordinary Shares sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.3.1 below) to the extent they acquire such Common Stock Ordinary Shares in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third (3rd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of $25,000,000 52,900,000 of proceeds from the sale of the Firm Units, all the Insider Warrants and the Representative’s Second Purchase Option (each as defined below), of which $50,500,000 shall be deposited into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders Shareholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), . The remaining proceeds (less commissions and actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public StockholdersShareholders” means the holders of Common Stock Ordinary Shares sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 1.4.1 herein) to the extent they acquire such Common Stock Ordinary Shares in the Offering or in the aftermarket (and solely with respect to such Common StockOrdinary Shares). Broadband Capital Management LLC.EarlyBirdCapital, Inc. ____________, 2012

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an An aggregate of $25,000,000 151,500,000 of net proceeds from the sale of the Firm Units, all of which Units and the Private Units shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Stockholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day, and the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.3.1 below) to the extent they acquire such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.1:00 P.M., New York City time, on the third (3rd) Business Day business day following the commencement date of trading this Agreement (or the fourth business day following the date of the Firm Unitsthis Agreement, if this Agreement is executed after 4:30 p.m. New York time) or at such earlier time as shall be agreed upon by the Representative Underwriter and the Company at the offices of the Representative Underwriter or at such other place as shall be agreed upon by the Representative Underwriter and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “"Closing Date.” " Payment for the Firm Units shall be made by the Underwriter on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in immediately available Federal (same day) funds. The Company shall receive an aggregate funds of $25,000,000 proceeds from 95,500,000, representing the sale of aggregate purchase price for the Firm UnitsUnits based on the Initial Purchase Price, all of which payable as follows: $93,925,000, shall be deposited into paid by the trust account (Underwriter to the “Trust Account”) Account established by the Company for the benefit of the Public Stockholders holders of IPO Shares (as defined below), below in Section 6.7) as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1"Trust Account") and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management the Trust Agreement (as defined below in Section 2.22) and $1,575,000, less the “Trust Agreement”) between amount owed by the Company and Continental Stock Transfer & Trust Company (“CST&T”), upon delivery to the Underwriter for all expenses owed thereto incident to the performance of the obligations of the Company under this Agreement as set forth in Sections 3.7 hereof, shall be paid to the order of the Company to a bank account established by the Company, against delivery to the Underwriter of certificates (in the form and substance reasonably satisfactory to the RepresentativeUnderwriter) representing the Firm Units (or through the facilities of the DTC The Depository Trust Company ("DTC")) for the account of the Underwriters)Underwriter. The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative Underwriter may request in writing at least two (2) Business Days full business days prior to the Closing Date. The Company will permit the Representative Underwriter to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day business day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative Underwriter for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders (as defined in Section 2.25.1 herein) to the extent they acquire such Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stock). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate of approximately $25,000,000 225,900,000 net proceeds from the sale of the Firm UnitsUnits and the Private Units (as defined in section 1.3.3), all of which $225,000,000 shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Stockholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day, and the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.3.1 below) to the extent they acquire such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at the offices of the Underwriter at 10:00 a.m.A.M., New York City time, on the third (3rd) Business Day following the commencement of trading of the Firm Units, or at such other place or earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative Underwriter and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an An aggregate of $25,000,000 proceeds from the sale 14,075,000 of the proceeds received by the Company for the Firm Units, all of which Units shall be deposited into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders Shareholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), . The remaining proceeds (less commissions and actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery to the Underwriter of the certificates (in the form and substance reasonably satisfactory to the RepresentativeUnderwriter) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersUnderwriter). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative Underwriter may request in writing at least two (2) Business Days prior to the Closing Date. The Company will permit the Representative Underwriter to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative Underwriter for all the Firm Units. As used herein, the term “Public StockholdersShareholders” means the holders of Common Stock Subunits sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Shareholders (as defined in Section 2.25.1 1.4.1 herein) to the extent they acquire such Common Stock Subunits in the Offering or in the aftermarket (and solely with respect to such Common StockSubunits). Broadband Capital Management LLC.EarlyBirdCapital, Inc. ____________, 2010

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.1:00 P.M., New York City time, on the third (3rd) Business Day business day following the commencement date of trading this Agreement (or the fourth business day following the date of the Firm Unitsthis Agreement, if this Agreement is executed after 4:30 p.m., New York time) or at such earlier time as shall be agreed upon by the Representative Underwriter and the Company at the offices of the Representative Underwriter or at such other place as shall be agreed upon by the Representative Underwriter and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “Closing Date.” Payment for the Firm Units shall be made by the Underwriter on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in immediately available Federal (same day) funds. The Company shall receive an aggregate funds of $25,000,000 proceeds from 114,000,000, representing the sale of aggregate purchase price for the Firm UnitsUnits based on the Initial Purchase Price, all of which payable as follows: $112,965,000 shall be deposited into paid by the Underwriter to the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1“Trust Account”) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management the Trust Agreement (as defined below in Section 2.10.3 hereof), and $1,035,000, less the “Trust Agreement”) between amount owed by the Company and Continental Stock Transfer & Trust Company (“CST&T”), upon delivery to the Underwriter for all expenses incident to the performance of the obligations of the Company under this agreement as set forth in Section 3.8 hereof, shall be paid to the order of the Company to a bank account established by the Company, against delivery to the Underwriter of certificates (in the form and substance reasonably satisfactory to the RepresentativeUnderwriter) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (“DTC”)) for the account of the Underwriters)Underwriter. The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative Underwriter may request in writing at least two (2) Business Days full business days prior to the Closing Date. The Company will permit the Representative Underwriter to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day business day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative Underwriter for all the Firm Units. As used herein, the term “Public Stockholders” means the holders of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders (as defined in Section 2.25.1 herein) to the extent they acquire such Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stock). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m., New York City time, on the third second (3rd2nd) Business Day (as defined below) following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company Company, at the offices of DLA Piper LLP (US), counsel to the Representative Underwriters (“DLA”), or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as called the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The , payable as follows: $306,000,000 of the proceeds received by the Company shall receive an aggregate of $25,000,000 proceeds from for the Firm Units and the sale of the Firm Units, all of which Placement Warrants (as defined in Section 1.3.2) shall be deposited into in the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders Shareholders (as defined below), as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.1) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&TCST”). The remaining proceeds (less commissions and actual expense payments or other fees payable pursuant to this Agreement), if any, shall be paid to the order of the Company upon delivery to the Representative of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC Depository Trust Company (“DTC”)) for the account of the Underwriters). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) full Business Days prior to the Closing Date. The If delivery is not made through the facilities of DTC, the Company will permit the Representative to examine and package the Firm Units for delivery delivery, at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver any of the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Public StockholdersShareholders” means the holders of Common Stock Ordinary Shares sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Sponsor (as defined in Section 2.25.1 hereinbelow), Pala Investments Limited (“Pala”) and Xxxx Capital Partners, LLC ( “Xxxx”) to the extent they acquire such Common Stock in the Offering or Ordinary Shares in the aftermarket (and solely with respect to such Common StockOrdinary Shares). Broadband Capital Management LLC“Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an An aggregate of $25,000,000 181,800,000 of net proceeds from the sale of the Firm Units, all of which Units and the Private Units shall be deposited on the Closing Date into the trust account (the “Trust Account”) established by the Company for the benefit of the Public Stockholders (as defined below)Stockholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day, and the term “Public Stockholders” means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.3.1 below) to the extent they acquire such shares of Common Stock in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.

Payment and Delivery. Delivery and payment for the Firm Units shall be made at 10:00 a.m.A.M., New York City time, on the third second (3rd2nd) Business Day following the commencement of trading of the Firm Units, or at such earlier time as shall be agreed upon by the Representative and the Company at the offices of the Representative or at such other place as shall be agreed upon by the Representative and the Company. The closing of the offering of the Firm Units Offering is referred to herein as the “Closing” and the hour and date of delivery and payment for the Firm Units is referred to herein as the “Closing Date.” Payment for the Firm Units shall be made on the Closing Date through the facilities of Depository Trust Company (“DTC”) by wire transfer in Federal (same day) funds. The Company shall receive an aggregate On the Closing Date, $50,000,000 of $25,000,000 the net proceeds from the sale of the Firm Units, all of which Units and the Private Warrants (defined in Section 1.4.2 herein) shall be deposited into the trust account fund (the “Trust AccountFund”) established by the Company for the benefit of the Public Stockholders (as defined below)Shareholders, as described in the Registration Statement (as defined in Section 2.1.1), the Statutory Prospectus (as defined in Section 2.1.12.1.1 below) and the Prospectus (as defined in Section 2.1.1), and pursuant to the terms of an Investment Management Trust Agreement (the “Trust Agreement”) between the Company and Continental Stock Transfer & Trust Company (“CST&T”), ) substantially in the form annexed as an exhibit to the Registration Statement. The remaining proceeds (less actual expense payments or other fees payable pursuant to this Agreement) shall be paid to the order of the Company upon delivery of the certificates (in the form and substance reasonably satisfactory to the Representative) representing the Firm Units (or through the facilities of the DTC for the account of the UnderwritersRepresentative). The Firm Units shall be registered in such name or names and in such authorized denominations as the Representative may request in writing at least two (2) Business Days (defined below) prior to the Closing Date. The Company will permit the Representative to examine and package the Firm Units for delivery at least one (1) full Business Day prior to the Closing Date. The Company shall not be obligated to sell or deliver the Firm Units except upon tender of payment by the Representative for all the Firm Units. As used herein, the term “Business Day” shall mean any day other than a Saturday, Sunday or any day on which national banks in New York, New York are not open for business, and the term “Public StockholdersShareholders” means the holders of Common Stock Ordinary Shares sold as part of the Units in the Offering or acquired in the aftermarket, including any of the Initial Stockholders Insiders (as defined in Section 2.25.1 herein1.4.1 below) to the extent they acquire such Common Stock Ordinary Shares in the Offering or in the aftermarket (and solely with respect to such Common Stockshares). Broadband Capital Management LLC.