Common use of Deferred Underwriting Commission Clause in Contracts

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,000) and the Option Units (up to $525,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0001,750,000) and the Option Units (up to $525,000262,500), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,000) and the Option Units (up to $525,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public StockholdersShareholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0002,625,000) and the Option Units (up to $525,000393,750), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree Underwriter agrees that 3.52.5% of the gross proceeds from the sale of the Firm Units ($3,500,0002,500,000) and 2.5% of the gross proceeds from the sale of the Option Units (up to $525,000), if any 375,000) (collectively, the “Deferred Underwriting Commission”), ) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Ladenburg for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CSTWilmington Trust, National Association, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Underwriter agrees that: (i) they shall the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholderspublic shareholders.

Deferred Underwriting Commission. The Underwriters agree that 3.53.0% of the gross proceeds from the sale of the Firm Units ($3,500,0001,800,000) and the Option Units (up to $525,000270,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree Underwriter agrees that 3.52.5% of the gross proceeds from the sale of the Firm Units ($3,500,0001,500,000) and 2.5% of the gross proceeds from the sale of the Option Units (up to $525,000), if any 225,000) (collectively, the “Deferred Underwriting Commission”), ) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Ladenburg for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CSTWilmington Trust, National Association, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Underwriter agrees that: (i) they shall the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholderspublic shareholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $525,000), if any ) (collectively, the “Deferred Underwriting Commission”), ) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Maxim for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and Continental Stock Transfer & Trust Company (“CST”), as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Underwriter agrees that: (i) they shall the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholderspublic stockholders.

Deferred Underwriting Commission. The Underwriters agree Representative agrees that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0007,000,000) and the Option Units (up to $525,000), if any 1,050,000) (collectively, the “Deferred Underwriting Commission”), ) will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Representative for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CSTCST&T, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Representative agrees that: (i) they the Representative shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0001,750,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $525,000), if any 262,500) (collectively, the “Deferred Underwriting Commission”), ) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Maxim for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and Continental Stock Transfer & Trust Company (“CST”), as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Underwriter agrees that: (i) they shall the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholderspublic shareholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0007,000,000) and the Option Units (up to $525,000), if any 1,050,000) (collectively, the “Deferred Underwriting Commission”), ) will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they the Underwriters shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0007,000,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $525,000), if any 1,050,000) (collectively, the “Deferred Underwriting Commission”), ) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Maxim for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and Continental Stock Transfer & Trust Company (“CST”), as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Underwriter agrees that: (i) they shall the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholderspublic shareholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0001,750,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $525,000), if any 262,500) (collectively, the “Deferred Underwriting Commission”), ) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Maxim for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and Continental Stock Transfer & Trust Company, LLC (“CST”), as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Underwriter agrees that: (i) they shall the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholderspublic stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0005,250,000) and 5.5% of the gross proceeds from the sale of the Option Units (up to $525,0001,237,500), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Cantor ▇▇▇▇▇▇▇▇▇▇ for their its own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Cantor ▇▇▇▇▇▇▇▇▇▇ agrees that: (i) they it shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0002,625,000) and the Option Units (up to $525,000393,750), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public StockholdersShareholders.

Deferred Underwriting Commission. The Underwriters agree that 3.55.0% of the gross proceeds from the sale of the Firm Units ($3,500,00015,000,000) and 7.0% of the gross proceeds from the sale of the Option Units (up to $525,0003,150,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts Cantor ▇▇▇▇▇▇▇▇▇▇ upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Cantor ▇▇▇▇▇▇▇▇▇▇ agrees that: (i) they shall forfeit any all rights or claims to the Deferred Underwriting CommissionCommission shall be forfeited; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0002,625,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $525,000), if any 393,750) (collectively, the “Deferred Underwriting Commission”), ) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Maxim for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and Continental Stock Transfer & Trust Company (“CST”), as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Underwriter agrees that: (i) they shall the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholderspublic shareholders.

Deferred Underwriting Commission. The Underwriters agree Underwriter agrees that 3.52.5% of the gross proceeds from the sale of the Firm Units ($3,500,0001,500,000) and 2.5% of the gross proceeds from the sale of the Option Units (up to $525,000), if any 225,000) (collectively, the “Deferred Underwriting Commission”), ) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Lucid for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CSTWilmington Trust, National Association, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Underwriter agrees that: (i) they shall the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholderspublic shareholders.

Deferred Underwriting Commission. The Underwriters agree that 3.53.25% of the gross proceeds from the sale of the Firm Units ($3,500,0003,250,000) and the Option Units (up to $525,000487,500), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.53.0% of the gross proceeds from the sale of the Firm Units ($3,500,0001,500,000) and 3.0% of the gross proceeds from the sale of the Option Units (up to $525,000), if any 225,000) (collectively, the “Deferred Underwriting Commission”), ) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Maxim for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and Continental Stock Transfer & Trust Company (“CST”), as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Underwriter agrees that: (i) they shall the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholderspublic shareholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0004,375,000) and the Option Units (up to $525,000656,250), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,000) and the Option Units (up to $525,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”)Account, commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public StockholdersShareholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0002,800,000) and the Option Units (up to $525,000420,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public StockholdersShareholders.

Deferred Underwriting Commission. The Underwriters agree that 3.53.0% of the gross proceeds from the sale of the Firm Units ($3,500,0001,500,000) and the Option Units (up to $525,000225,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public StockholdersShareholders.

Deferred Underwriting Commission. The Underwriters agree Representative agrees that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0007,000,000) and the Option Units (up to $525,000), if any 1,050,000) (collectively, the “Deferred Underwriting Commission”), ) will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Representative for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CSTCST&T, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Representative agrees that: (i) they the Representative shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public StockholdersShareholders.

Deferred Underwriting Commission. The Underwriters agree that 3.53.25% of the gross proceeds from the sale of the Firm Units ($3,500,0002,437,500) and the Option Units (up to $525,000365,625), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0001,400,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $525,000), if any 210,000) (collectively, the “Deferred Underwriting Commission”), ) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Maxim for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and Continental Stock Transfer & Trust Company (“CST”), as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Underwriter agrees that: (i) they shall the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public StockholdersCompany’s public shareholders.

Deferred Underwriting Commission. The Underwriters agree Representative agrees that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0008,750,000) and the Option Units (up to $525,000), if any 1,312,500) (collectively, the “Deferred Underwriting Commission”), ) will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Representative for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CSTCST&T, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Representative agrees that: (i) they the Representative shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree Representative agrees that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,000) and the Option Units (up to $525,000), if any ) (collectively, the “Deferred Underwriting Commission”), ) will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Representative for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CSTCST&T, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Representative agrees that: (i) they the Representative shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree Underwriter agrees that 3.51.5% of the gross proceeds from the sale of the Firm Units ($3,500,000600,000) and 4.5% of the gross proceeds from the sale of the Option Units (up to $525,000), if any 270,000) (collectively, the “Deferred Underwriting Commission”), ) will be deposited in and held in the Trust Account and shall be payable directly from the Trust Account, without accrued interest, to the Underwriters Cantor ▇▇▇▇▇▇▇▇▇▇ for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Underwriter agrees that: (i) they the Underwriter shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public StockholdersShareholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0001,400,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $525,0001,610,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts Representative upon consummation of the Company’s 's initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CSTWilmington, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Representative agrees that: (i) they shall forfeit any all rights or claims to the Deferred Underwriting CommissionCommission shall be forfeited; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholderspublic shareholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0003,150,000) and the Option Units (up to $525,000472,500), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree Underwriter agrees that 3.52.5% of the gross proceeds from the sale of the Firm Units ($3,500,0001,000,000) and 2.5% of the gross proceeds from the sale of the Option Units (up to $525,000), if any 150,000) (collectively, the “Deferred Underwriting Commission”), ) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Ladenburg for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CSTContinental Stock Transfer & Trust Company, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Underwriter agrees that: (i) they shall the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholderspublic shareholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,00012,250,000) and 5.5% of the gross proceeds from the sale of the Option Units (up to $525,0002,887,500), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts Cantor ▇▇▇▇▇▇▇▇▇▇ upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Cantor ▇▇▇▇▇▇▇▇▇▇ agrees that: (i) they shall forfeit any all rights or claims to the Deferred Underwriting CommissionCommission shall be forfeited; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.53.0% of the gross proceeds from the sale of the Firm Units ($3,500,0003,000,000) and the Option Units (up to $525,000450,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0008,750,000) and the Option Units (up to $525,0001,312,500), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,00010,500,000) and 5.5% of the gross proceeds from the sale of the Option Units (up to $525,0002,475,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Cantor ▇▇▇▇▇▇▇▇▇▇ for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Cantor ▇▇▇▇▇▇▇▇▇▇ agrees that: (i) they shall forfeit any all rights or claims to the Deferred Underwriting CommissionCommission shall be forfeited; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $525,000), if any ) (collectively, the “Deferred Underwriting Commission”), ) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Maxim for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and Continental Stock Transfer & Trust Company (“CST”), as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Underwriter agrees that: (i) they shall the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholderspublic shareholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0002,275,000) and the Option Units (up to $525,000341,250), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0002,800,000) and the Option Units (up to $525,000420,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0008,400,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $525,0001,260,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Cantor F▇▇▇▇▇▇▇▇▇ for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Cantor F▇▇▇▇▇▇▇▇▇ agrees that: (i) they shall forfeit any all rights or claims to the Deferred Underwriting CommissionCommission shall be forfeited; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters Representatives agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0007,000,000) and the Option Units (up to $525,000), if any 1,050,000) (collectively, the “Deferred Underwriting Commission”), ) will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Representatives for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters Representatives agree that: (i) they the Underwriters shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.53.0% of the gross proceeds from the sale of the Firm Units ($3,500,0006,000,000) and the Option Units (up to $525,000900,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $525,000), if any ) (collectively, the “Deferred Underwriting Commission”), ) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Kingswood for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and Continental Stock Transfer & Trust Company (“CST”), as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholderspublic shareholders.

Deferred Underwriting Commission. The Underwriters agree Underwriter agrees that 3.52.5% of the gross proceeds from the sale of the Firm Units ($3,500,0001,000,000) and 2.5% of the gross proceeds from the sale of the Option Units (up to $525,000), if any 150,000) (collectively, the “Deferred Underwriting Commission”), ) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Ladenburg for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CSTWilmington Trust, National Association, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Underwriter agrees that: (i) they shall the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholderspublic shareholders.

Deferred Underwriting Commission. The Underwriters agree Representative agrees that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0005,250,000) and the Option Units (up to $525,000), if any 787,500) (collectively, the “Deferred Underwriting Commission”), ) will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Representative for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CSTCST&T, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Representative agrees that: (i) they the Representative shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.53.25% of the gross proceeds from the sale of the Firm Units ($3,500,0001,950,000) and the Option Units (up to $525,000292,500), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CSTAST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree Underwriter agrees that 3.52.5% of the gross proceeds from the sale of the Firm Units ($3,500,0001,250,000) and 2.5% of the gross proceeds from the sale of the Option Units (up to $525,000), if any 187,500) (collectively, the “Deferred Underwriting Commission”), ) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Ladenburg for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CSTWilmington Trust, National Association, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Underwriter agrees that: (i) they shall the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholderspublic shareholders.

Deferred Underwriting Commission. The Underwriters agree that 3.53.25% of the gross proceeds from the sale of the Firm Units ($3,500,0006,500,000) and the Option Units (up to $525,000975,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0001,600,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $525,0001,840,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts Representative upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Representative agrees that: (i) they shall forfeit any all rights or claims to the Deferred Underwriting CommissionCommission shall be forfeited; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public StockholdersShareholders.

Deferred Underwriting Commission. The Underwriters agree Representative agrees that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0004,375,000) and the Option Units (up to $525,000), if any 656,250) (collectively, the “Deferred Underwriting Commission”), ) will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Representative for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CSTCST&T, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Representative agrees that: (i) they the Representative shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public StockholdersShareholders.

Deferred Underwriting Commission. The Underwriters agree that 3.53.25% of the gross proceeds from the sale of the Firm Units ($3,500,000) and 1,868,750 if the Over-allotment Option Units (up to $525,000is exercised in full), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts Representative upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Representative agrees that: (i) they shall forfeit any all rights or claims to the Deferred Underwriting CommissionCommission shall be forfeited; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public StockholdersShareholders.

Deferred Underwriting Commission. The Underwriters agree Representative agrees that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0007,000,000) and the sale of the Option Units (up to $525,000), if any 1,050,000) (collectively, the “Deferred Underwriting Commission”), ) will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Cantor for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Representative agrees that: (i) they the Representative shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree Representative agrees that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0007,000,000) and the Option Units (up to $525,000), if any 1,050,000) (collectively, the “Deferred Underwriting Commission”), ) will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Representative (on behalf of the Underwriters) for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CSTCST&T, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Representative agrees that: (i) they the Representative shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0005,250,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $525,000787,500), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Cantor ▇▇▇▇▇▇▇▇▇▇ for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Cantor ▇▇▇▇▇▇▇▇▇▇ agrees that: (i) they it shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,00017,500,000) and 5.5% of the gross proceeds from the sale of the Option Units (up to $525,0004,125,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Representatives for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters Representatives agree that: (i) they the Representatives shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree Representative agrees that 3.55.0% of the gross proceeds from the sale of the Firm Units ($3,500,0005,000,000) and 7.0% of the gross proceeds from the sale of the Option Units (up to $525,000), if any 1,050,000) (collectively, the “Deferred Underwriting Commission”), ) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts Representative upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Representative, on behalf of itself and the other Underwriters, agrees that: (i) they the several Underwriters shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree Representative agrees that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0007,000,000) and of the Option Units (up to $525,000), if any 1,050,000) (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Representative for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CSTCST&T, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Representative agrees that: (i) they the Representative shall forfeit any rights or claims to the Deferred Underwriting Commission, including any accrued interest thereon; and (iii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public StockholdersShareholders.

Deferred Underwriting Commission. The Underwriters Representatives agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0007,000,000) and the Option Units (up to $525,000), if any 1,050,000) (collectively, the “Deferred Underwriting Commission”), ) will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Representatives (on behalf of the Underwriters) for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CSTCST&T, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters Representatives agree that: (i) they the Representatives shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.53.0% of the gross proceeds from the sale of the Firm Units ($3,500,0004,800,000) and the Option Units (up to $525,000720,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0007,700,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $525,0001,155,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Cantor ▇▇▇▇▇▇▇▇▇▇ for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Cantor ▇▇▇▇▇▇▇▇▇▇ agrees that: (i) they it shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree Representative agrees that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0007,000,000) and the Option Units (up to $525,000), if any 1,050,000) (collectively, the “Deferred Underwriting Commission”), ) will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Cantor ▇▇▇▇▇▇▇▇▇▇ for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Representative agrees that: (i) they the Representative shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0001,750,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $525,000), if any 262,500) (collectively, the “Deferred Underwriting Commission”), ) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Maxim for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CSTAmerican Stock Transfer & Trust Company, LLC (“AST”), as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Underwriter agrees that: (i) they shall the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholderspublic shareholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0008,400,000) and the Option Units (up to $525,0001,260,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Representative for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”)Account, commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Representative agrees that: (i) they it shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters Representatives agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0008,750,000) and the Option Units (up to $525,000), if any 1,312,500) (collectively, the “Deferred Underwriting Commission”), ) will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters BTIG and Cantor ▇▇▇▇▇▇▇▇▇▇ for their own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CSTCST&T, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters Representatives agree that: (i) they the Representatives shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree Representative agrees that 3.55.0% of the gross proceeds from the sale of the Firm Units ($3,500,0007,650,000) and 7.0% of the gross proceeds from the sale of the Option Units (up to $525,000), if any 1,606,500) (collectively, the “Deferred Underwriting Commission”), ) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts Representative upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Representative, on behalf of itself and the other Underwriters, agrees that: (i) they the several Underwriters shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0008,750,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $525,0001,312,500), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Cantor ▇▇▇▇▇▇▇▇▇▇ for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Cantor ▇▇▇▇▇▇▇▇▇▇ agrees that: (i) they shall forfeit any all rights or claims to the Deferred Underwriting CommissionCommission shall be forfeited; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.52.5% of the gross proceeds from the sale of the Firm Units ($3,500,0002,500,000) and the Option Units (up to $525,000375,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.54.0% of the gross proceeds from the sale of the Firm Units ($3,500,0001,600,000) and 4.0% of the gross proceeds from the sale of the Option Units (up to $525,000), if any 240,000) (collectively, the “Deferred Underwriting Commission”), ) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Maxim for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Underwriter agrees that: (i) they shall the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholderspublic shareholders. The amount of Deferred Underwriting Commission will be reduced by 2.0% for each Unit that is redeemed by shareholders in connection with the Company’s Business Combination.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0001,925,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $525,000), if any 288,750) (collectively, the “Deferred Underwriting Commission”), ) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Maxim for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Underwriter agrees that: (i) they shall the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholderspublic shareholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0001,400,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $525,0001,610,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts Representative upon consummation of the Company’s 's initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Representative agrees that: (i) they shall forfeit any all rights or claims to the Deferred Underwriting CommissionCommission shall be forfeited; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public StockholdersShareholders.

Deferred Underwriting Commission. The Underwriters agree that 3.53.25% of the gross proceeds from the sale of the Firm Units ($3,500,0001,950,000) and 3.25% of the gross proceeds from the sale of the Option Units (up to $525,000), if any 292,500) (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts Representative upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any all rights or claims to the Deferred Underwriting CommissionCommission shall be forfeited; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholderspublic shareholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0003,045,000) and the Option Units (up to $525,000456,750), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0001,400,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $525,0001,610,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts Representative upon consummation of the Company’s 's initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Representative agrees that: (i) they shall forfeit any all rights or claims to the Deferred Underwriting CommissionCommission shall be forfeited; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0008,400,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $525,0001,260,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts Cantor ▇▇▇▇▇▇▇▇▇▇ upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Cantor ▇▇▇▇▇▇▇▇▇▇ agrees that: (i) they shall forfeit any all rights or claims to the Deferred Underwriting CommissionCommission shall be forfeited; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,00010,500,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $525,0001,575,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts Representative upon consummation of the Company’s 's initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Representative agrees that: (i) they shall forfeit any all rights or claims to the Deferred Underwriting CommissionCommission shall be forfeited; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.53.0% of the gross proceeds from the sale of the Firm Units ($3,500,0002,400,000) and the Option Units (up to $525,000360,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0004,375,000) and the Option Units (up to $525,000626,250), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.54.0% of the gross proceeds from the sale of the Firm Units ($3,500,0003,200,000) and the Option Units (up to $525,000480,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that up to 3.5% of the gross proceeds from the sale of the Firm Units and Option Units ($3,500,000) and the Option Units (, or up to $525,0004,025,000 if the Over-Allotment Option is exercised), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CSTthe Trustee, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0001,750,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $525,000), if any 262,500) (collectively, the “Deferred Underwriting Commission”), ) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Maxim for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Underwriter agrees that: (i) they shall the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0008,750,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $525,0001,312,500), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts Representative upon consummation of the Company’s 's initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Representative agrees that: (i) they shall forfeit any all rights or claims to the Deferred Underwriting CommissionCommission shall be forfeited; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0003,850,000) and the Option Units (up to $525,000577,500), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree Representative agrees that 3.54.0% of the gross proceeds from the sale of the Firm Units ($3,500,0004,000,000) and of the Option Units (up to $525,000), if any 600,000) (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Representative for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CSTCST&T, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Representative agrees that: (i) they the Representative shall forfeit any rights or claims to the Deferred Underwriting Commission, including any accrued interest thereon; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public StockholdersShareholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0002,100,000) and the Option Units (up to $525,000315,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree Underwriter agrees that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0002,100,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $525,000), if any 315,000) (collectively, the “Deferred Underwriting Commission”), ) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Representative for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CSTWilmington Trust, National Association, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Underwriter agrees that: (i) they shall the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholderspublic shareholders.

Deferred Underwriting Commission. The Underwriters Representatives agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0006,300,000) and the Option Units (up to $525,000), if any 945,000) (collectively, the “Deferred Underwriting Commission”), ) will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Representatives for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CSTCST&T, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters Representatives agree that: (i) they the Representative shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0001,400,000) and the Option Units (up to $525,000210,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0001,750,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $525,000), if any 262,500) (collectively, the “Deferred Underwriting Commission”), ) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Maxim for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Underwriter agrees that: (i) they shall the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholdersshareholders.

Deferred Underwriting Commission. The Underwriters agree that 3.53.8% of the gross proceeds from the sale of the Firm Units ($3,500,0003,800,000) and 3.8% of the gross proceeds from the sale of the Option Units (up to $525,000), if any 570,000) (collectively, the “Deferred Underwriting Commission”), ) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Representative for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination (as defined below) and CSTCST&T, as the trustee of the Trust Account (in this context, the “Trustee”)Account, commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Underwriter agrees that: (i) they shall the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholderspublic shareholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,00010,500,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $525,0001,575,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Cantor ▇▇▇▇▇▇▇▇▇▇ for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Cantor ▇▇▇▇▇▇▇▇▇▇ agrees that: (i) they shall forfeit any all rights or claims to the Deferred Underwriting CommissionCommission shall be forfeited; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0008,750,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $525,0001,312,500), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Cantor ▇▇▇▇▇▇▇▇▇▇ for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Cantor ▇▇▇▇▇▇▇▇▇▇ agrees that: (i) they shall forfeit any all rights or claims to the Deferred Underwriting CommissionCommission shall be forfeited; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public StockholdersShareholders.

Deferred Underwriting Commission. The Underwriters agree that 3.52.5% of the gross proceeds from the sale of the Firm Units ($3,500,0002,500,000) and the Option Units (up to $525,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.”

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0002,625,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $525,000), if any 393,750) (collectively, the “Deferred Underwriting Commission”), ) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Maxim for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and Continental Stock Transfer & Trust Company (“CST”), as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Underwriter agrees that: (i) they shall the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholderspublic stockholders.

Deferred Underwriting Commission. The Underwriters agree Underwriter agrees that 3.54.0% of the gross proceeds from the sale of the Firm Units ($3,500,0007,000,000) and 6.0% of the gross proceeds from the sale of the Option Units (up to $525,000), if any 1,575,000) (collectively, the “Deferred Underwriting Commission”), ) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Underwriter for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Underwriter agrees that: (i) they the Underwriter shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.53.25% of the gross proceeds from the sale of the Firm Units ($3,500,0003,250,000) and 3.25% of the gross proceeds from the sale of the Option Units (up to $525,000), if any 487,500) (collectively, the “Deferred Underwriting Commission”), ) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Maxim for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and Continental Stock Transfer & Trust Company (“CST”), as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Underwriter agrees that: (i) they shall the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholderspublic shareholders.

Deferred Underwriting Commission. The Underwriters agree that 3.54.0% of the gross proceeds from the sale of the Firm Units ($3,500,0004,000,000) and the Option Units (up to $525,000600,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree Underwriter agrees that 3.51.0% of the gross proceeds from the sale of the Firm Units ($3,500,000400,000) and 4.0% of the gross proceeds from the sale of the Option Units (up to $525,000), if any 240,000) (collectively, the “Deferred Underwriting Commission”), ) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters Cantor ▇▇▇▇▇▇▇▇▇▇ for their its own accounts account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Underwriter agrees that: (i) they the Underwriter shall forfeit any rights or claims to the Deferred Underwriting Commission; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.

Deferred Underwriting Commission. The Underwriters agree that 3.53.25% of the gross proceeds from the sale of the Firm Units ($3,500,0001,950,000) and 3.25% of the gross proceeds from the sale of the Option Units (up to $525,000), if any (collectively292,500)(collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts Representative upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) they shall forfeit any all rights or claims to the Deferred Underwriting CommissionCommission shall be forfeited; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholderspublic shareholders.

Deferred Underwriting Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,0007,000,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $525,0001,050,000), if any (collectively, the “Deferred Underwriting Commission”), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Underwriters for their own accounts Representative upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree Representative agrees that: (i) they shall forfeit any all rights or claims to the Deferred Underwriting CommissionCommission shall be forfeited; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the Public Stockholders.