Common use of Duration of Warrants Clause in Contracts

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) commencing on the later of of: (ai) 30 the date that is thirty (30) days after the consummation by first date on which the Company of completes a merger, share consolidation, capital stock exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with combination, involving the Company and one or more businesses or entities (a “Business Combination”) (as described more fully in the Registration Statement) ), or (bii) 12 the date that is twelve (12) months from the date of the closing of the Public Offering, Offering and terminating at the earlier to occur of; (x) 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a completes its initial Business Combination, (iiy) at the liquidation of the Company, or (z) 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 of this Agreement and hereof (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 hereof, with respect to an effective registration statement. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as defined below), in the event of a redemption (as set forth in Section 6 hereunderhereof), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m., New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will shall provide at least twenty (20) days’ days prior written notice of any such extension to registered holders Registered Holders of the Warrants and, provided further provided, further, that any such extension shall be applied consistently to identical in duration among all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (“Exercise Period”) commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisitionshare reconstruction and amalgamation with, stock purchasepurchase of all or substantially all of the assets of, recapitalizationcontractual arrangements with, reorganization or any other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) and 12 months from the effective date of the closing Registration Statement of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) five years from the date that is five (5) years after the date on which the Company consummates consummation of a Business Combination, Combination (ii) at 5:00 p.m.the liquidation of the Company, New York City time on and (iii) the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period ; provided, however, that the exercise of time any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in Section 7.4 below; provided further, that for as long as any of the Private Warrants are held by the Representative or its designees or affiliates, such Private Warrants may not be exercised after five years from the effective date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Registration Statement. Except with respect to the right to receive the Redemption Price in the event of a redemption (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any of the Warrants of such extension shall be applied consistently to all of the Warrantsnot less than 20 days.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of of: (ai) 30 the date that is thirty (30) days after the consummation by first date on which the Company of completes a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”, and (ii) the date that is twelve (as described more fully in the Registration Statement12) or (b) 12 months from the date of the closing of the Public Offering, and (B) terminating at the earliest to occur of (x) 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates completes its initial Business Combination, (y) the liquidation of the Company in accordance with the Company’s certificate of incorporation (as amended from time to time, the “Charter”), if the Company fails to complete a Business Combination, and (iiz) at 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof; provided, however, that the exercise of this Agreement and (iii) any Warrant shall be subject to the liquidation satisfaction of the Trust Account (defined any applicable conditions, as set forth in subsection 3.3.2 below) (“Expiration Date”), with respect to an effective registration statement or a valid exemption therefrom being available. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as defined below) in the event of a redemption (as set forth in Section 6 hereunderhereof), as applicable, each outstanding Warrant not exercised on or before the Expiration Redemption Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m. New York City time on the Expiration Redemption Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Redemption Date; provided, however, provided that the Company will shall provide at least twenty (20) days’ days prior written notice of any such extension to registered holders Registered Holders of the Warrants and, provided further that any such extension shall be applied consistently to identical in duration among all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) commencing on the later of of: (ai) 30 the date that is thirty (30) days after the consummation by first date on which the Company of completes a merger, share capital stock exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with combination, involving the Company and one or more businesses or entities (a “Business Combination”) (as described more fully in the Registration Statement) ), or (bii) 12 the date that is twelve (12) months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of of: (ix) the date that is five (5) years after the date on which the Company consummates a completes its initial Business Combination, (iiy) at 5:00 p.m.the liquidation of the Company, New York City time on or (z) other than with respect to the Sponsor Warrants, the Redemption Date (as defined below) as provided in Section 6.2 of this Agreement and hereof (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below with respect to an effective registration statement. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (other than with respect to a Sponsor Warrant) in the event of a redemption (as set forth in Section 6 hereunderhereof), as applicable, each outstanding Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will shall provide at least twenty (20) days’ days prior written notice of any such extension to registered holders Registered Holders of the Warrants and, provided further that any such extension shall be applied consistently to identical in duration among all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) commencing on the later of date that is thirty (a30) 30 days after the consummation by first date on which the Company of completes a merger, share consolidation, capital stock exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with combination, involving the Company and one or more businesses or entities (a “Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering, and terminating at the earlier to occur of; (x) 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a completes its initial Business Combination, (iiy) at the liquidation of the Company, or (z) 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 of this Agreement and hereof (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 hereof, with respect to an effective registration statement. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as defined below), in the event of a redemption (as set forth in Section 6 hereunderhereof), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m., New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will shall provide at least twenty (20) days’ days prior written notice of any such extension to registered holders Registered Holders of the Warrants and, provided further provided, further, that any such extension shall be applied consistently to identical in duration among all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) commencing on the later of of: (ai) 30 the date that is thirty (30) days after the consummation by first date on which the Company of completes a merger, share capital stock exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with combination, involving the Company and one or more businesses or entities (a “Business Combination”), and (ii) the date that is twelve (as described more fully in the Registration Statement12) or (b) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of of: (ix) the date that is five (5) years after the date on which the Company consummates a completes its initial Business Combination, (iiy) at 5:00 p.m.the liquidation of the Company, New York City time on or (z) the Redemption Date (as defined below) as provided in Section 6.2 of this Agreement and hereof (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement or a valid exemption therefrom being available. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunderdefined below), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will shall provide at least twenty (20) days’ days prior written notice of any such extension to registered holders Registered Holders of the Warrants and, provided further that any such extension shall be applied consistently to identical in duration among all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) commencing on the later of of: (ai) 30 the date that is thirty (30) days after from the consummation by date on which the Company of completes a merger, share capital stock exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with combination, involving the Company and one or more businesses or entities (a “Business Combination”), and (ii) the date that is twelve (as described more fully in the Registration Statement12) or (b) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of of: (iw) the date that is five (5) years after the date on which the Company consummates completes its Business Combination, (x) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to complete a Business Combination, or (iiy) at 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 of this Agreement and hereof (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below with respect to an effective registration statement. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as defined below), in the event of a redemption (as set forth in Section 6 hereunderhereof), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will shall provide at least twenty (20) days’ days prior written notice of any such extension to registered holders Registered Holders of the Warrants and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) commencing on the later of of: (ai) 30 the date that is thirty (30) days after the consummation by first date on which the Company of completes a merger, share capital stock exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with combination, involving the Company and one or more businesses or entities (a “Business Combination”), and (ii) the date that is twelve (as described more fully in the Registration Statement12) or (b) 12 months from the date of the closing of the Public Offering, and terminating on the earlier to occur of: (a) at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a completes its initial Business Combination, (iib) at 5:00 p.m.the liquidation of the Company and (c) other than with respect to the Private Placement Warrants and the Working Capital Warrants then held by either Purchaser or any officers or directors of the Company, New York City time on or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 of this Agreement and hereof (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as defined below) in the event of a redemption (as set forth in Section 6 hereunderhereof), as applicable, each outstanding Warrant (other than a Private Placement Warrant or a Working Capital Warrant held by either Purchaser or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemption for cash) not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, provided that the Company will shall provide at least twenty (20) days’ days prior written notice of any such extension to registered holders Registered Holders of the Warrants and, provided further that any such extension shall be applied consistently to identical in duration among all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) commencing on the later of of: (ai) 30 days after the consummation by date on which the Company of completes a merger, share capital stock exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with combination, involving the Company and one or more businesses or entities (a “Business Combination”), and (ii) the date that is twelve (as described more fully in 12) months from the effective date of the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of of: (iw) the date that is five (5) years after the date on which the Company consummates completes its Business Combination, (x) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to complete a Business Combination, or (iiy) at 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 of this Agreement and hereof (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below with respect to an effective registration statement. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as defined below), in the event of a redemption (as set forth in Section 6 hereunderhereof), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will shall provide at least twenty (20) days’ days prior written notice of any such extension to registered holders Registered Holders of the Warrants and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) five years from the date that is five (5) years after the date on which the Company consummates consummation of a Business Combination, Combination and (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ days prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (“Exercise Period”) commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) five years from the date that is five (5) years after the date on which the Company consummates consummation of a Business Combination, Combination and (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ days prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (“Exercise Period”) commencing on the later to occur of (ai) 30 days after the consummation by completion of the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar Company’s initial business combination with one or more businesses or entities and (“Business Combination”) (as described more fully in the Registration Statement) or (bii) 12 months from following the date of the closing of Registration Statement is declared effective by the Public OfferingSEC, and terminating at 5:00 p.m., New York City time time, on the earlier to occur of (i) the date that is five (5) years after the date on which completion of the Company consummates a Business Combinationinitial business combination, and (ii) at 5:00 p.m., New York City time on the Redemption Date date fixed for redemption of the Warrants as provided in Section 6.2 6 of this Warrant Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Warrant Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any not less than 10 days to Registered Holders of such extension to registered holders and, provided further and that any such extension shall be applied consistently to identical in duration among all of the then outstanding Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) commencing on the later of date that is thirty (a30) 30 days after the consummation by first date on which the Company of completes a merger, share consolidation, capital stock exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with combination, involving the Company and one or more businesses or entities (a “Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering, and terminating at the earlier to occur of; (x) 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a completes its initial Business Combination, (iiy) at the liquidation of the Company, or (z) 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 of this Agreement and 8.2 hereof (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 hereof, with respect to an effective registration statement. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as defined below), in the event of a redemption (as set forth in Section 6 hereunder8 hereof), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m., New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will shall provide at least twenty (20) days’ days prior written notice of any such extension to registered holders Registered Holders of the Warrants and, provided further provided, further, that any such extension shall be applied consistently to identical in duration among all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) commencing on the later of of: (ai) 30 the date that is thirty (30) days after the consummation by first date on which the Company of completes a merger, share capital stock exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with combination, involving the Company and one or more businesses or entities (a “Business Combination”), and (ii) the date that is twelve (as described more fully in the Registration Statement12) or (b) 12 months from the date of the closing of the Public Offering, and terminating on the earlier to occur of: (i) at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a completes its initial Business Combination, (ii) at 5:00 p.m.the liquidation of the Company and (iii) other than with respect to the Private Placement Warrants and the Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, New York City time on or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 of this Agreement and hereof (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as defined below) in the event of a redemption (as set forth in Section 6 hereunderhereof), as applicable, each outstanding Warrant (other than a Private Placement Warrant or a Working Capital Warrant held by the Sponsor or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemption for cash) not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, provided that the Company will shall provide at least twenty (20) days’ days prior written notice of any such extension to registered holders Registered Holders of the Warrants and, provided further that any such extension shall be applied consistently to identical in duration among all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) commencing on the later of of: (ai) 30 the date that is thirty (30) days after the consummation by first date on which the Company of completes a merger, share capital stock exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with combination, involving the Company and one or more businesses or entities (a “Business Combination”), and (ii) the date that is twelve (as described more fully in the Registration Statement12) or (b) 12 months from the date of the closing of the Public Offering, and terminating on the earlier to occur of: (i) at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a completes its initial Business Combination, (ii) at 5:00 p.m.the liquidation of the Company and (iii) other than with respect to the Private Placement Warrants and the Working Capital Warrants then held by either the Sponsor or any officers or directors of the Company, New York City time on or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 of this Agreement and hereof (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as defined below) in the event of a redemption (as set forth in Section 6 hereunderhereof), as applicable, each outstanding Warrant (other than a Private Placement Warrant or a Working Capital Warrant held by either the Sponsor or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemption for cash) not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, provided that the Company will shall provide at least twenty (20) days’ days prior written notice of any such extension to registered holders Registered Holders of the Warrants and, provided further that any such extension shall be applied consistently to identical in duration among all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) commencing on the later of date that is thirty (a30) 30 days after the consummation by first date on which the Company of completes a merger, capital share exchange, asset acquisition, stock share purchase, recapitalization, reorganization or other similar business combination with combination, involving the Company and one or more businesses or entities (a “Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering), and terminating at on the earlier to occur of: (i) 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a completes its initial Business Combination, (ii) at the liquidation of the Company in accordance with the Company’s amended and restated memorandum and articles of association, as amended from time to time (the “Charter”) and (iii) 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 of this Agreement and hereof (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement or a valid exemption therefrom being available. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as defined below) in the event of a redemption (as set forth in Section 6 hereunderhereof), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, provided that the Company will shall provide at least twenty (20) days’ days prior written notice of any such extension to registered holders Registered Holders of the Warrants and, provided further that any such extension shall be applied consistently to identical in duration among all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (“Exercise Period”) commencing on the later to occur of (ai) 30 days after the consummation by completion of the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar Company’s initial business combination with one or more businesses or entities and (“Business Combination”) (as described more fully in the Registration Statement) or (bii) 12 months from the date of following the closing of the Public Offering, and terminating at 5:00 p.m., New York City time time, on the earlier to occur of (i) the date that is five (5) years after the date on which completion of the Company consummates a Business Combinationinitial business combination, and (ii) at 5:00 p.m., New York City time on the Redemption Date date fixed for redemption of the Warrants as provided in Section 6.2 6 of this Warrant Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period , provided however, that for as long as any of time the Representative Warrants are held by the Representative or its designees or affiliates, such Representative Warrants may not be exercised after five years from the effective date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Registration Statement. Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Warrant Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any not less than 10 days to Registered Holders of such extension to registered holders and, provided further and that any such extension shall be applied consistently to identical in duration among all of the then outstanding Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering), and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) five years from the date that is five (5) years after the date on which the Company consummates consummation of a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) Company (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock share purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) and 12 months from the date of that the closing of registration statement is declared effective by the Public OfferingSEC, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (a) 30 days after the date of the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or and (b) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement Agreement, and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) commencing on the later of of: (ai) 30 days after the consummation by date on which the Company of completes a merger, share exchange, asset acquisition, stock share purchase, recapitalization, reorganization or other similar business combination with combination, involving the Company and one or more businesses or entities (a “Business Combination”), and (ii) the date that is twelve (as described more fully in the Registration Statement12) or (b) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of of: (ix) the date that is five (5) years after the date on which the Company consummates completes its Business Combination, (y) the liquidation of the Company in accordance with the Company’s Memorandum and Articles of Association, as amended and/or restated from time to time, if the Company fails to complete a Business Combination, or (iiz) at 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 of this Agreement and hereof (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below with respect to an effective registration statement or a valid exemption therefrom being available. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as defined below), in the event of a redemption (as set forth in Section 6 hereunderhereof), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will shall provide at least twenty (20) days’ prior written notice of any such extension to registered holders Registered Holders of the Warrants and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) commencing on the later of date that is thirty (a30) 30 days after the consummation by first date on which the Company of completes a merger, capital share exchange, asset acquisition, stock share purchase, recapitalization, reorganization or other similar business combination with combination, involving the Company and one or more businesses or entities (a “Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering), and terminating on the earlier to occur of: (i) at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a completes its initial Business Combination, (ii) at 5:00 p.m., New York City time on the liquidation of the Company and (iii) the Redemption Date (as defined below) as provided in Section 6.2 of this Agreement and hereof (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as defined below) in the event of a redemption (as set forth in Section 6 hereunderhereof), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, provided that the Company will shall provide at least twenty (20) days’ days prior written notice of any such extension to registered holders Registered Holders of the Warrants and, provided further that any such extension shall be applied consistently to identical in duration among all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) commencing on the later of date that is thirty (a30) 30 days after the consummation by first date on which the Company of completes a merger, amalgamation, share exchange, asset acquisition, stock share purchase, recapitalization, reorganization or other similar business combination with combination, involving the Company and one or more businesses or entities (a “Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering), and terminating at 5:00 p.m., New York City time time, on the earlier earliest to occur of of: (ix) the date that is five (5) years after the date on which the Company consummates completes its initial Business Combination, (y) the liquidation of the Company in accordance with the Company’s amended and restated memorandum and articles of association, as amended from time to time, if the Company fails to complete a Business Combination, or (iiz) at 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 of this Agreement and hereof (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below with respect to an effective registration statement. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as defined below) in the event of a redemption (as set forth in Section 6 hereunderhereof), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m., New York City time, on the Expiration Date. The term “outstanding” as used in this Agreement with respect to any securities shall mean securities that are issued and outstanding. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will shall provide at least twenty (20) days’ days prior written notice of any such extension to registered holders Registered Holders of the Warrants and, provided further that any such extension shall be applied consistently to identical in duration among all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) commencing on the later of date that is thirty (a30) 30 days after the consummation by first date on which the Company of completes a merger, share exchange, asset acquisition, stock share purchase, recapitalization, reorganization or other similar business combination with combination, involving the Company and one or more businesses or entities (a “Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering), and terminating on the earlier to occur of: (x) at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a completes its initial Business Combination, (iiy) the liquidation of the Company, and (z) with respect to the Public Warrants, at 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 of this Agreement and hereof (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right of holders of Public Warrants to receive the Redemption Price (as set forth in Section 6 hereunderdefined below), as applicable, each outstanding Public Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Public Warrants by delaying the Expiration Date; provided, however, that the Company will shall provide at least twenty (20) days’ days prior written notice of any such extension to registered holders Registered Holders of the Public Warrants and, provided further that any such extension shall be applied consistently to identical in duration among all of the Public Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of date that is thirty (a30) 30 days after the consummation by first date on which the Company of a completes its initial merger, share exchange, asset acquisition, stock share purchase, recapitalization, reorganization or other similar business combination with combination, involving the Company and one or more businesses or entities (a “Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering), and (B) terminating at the earliest to occur of (x) 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates completes its initial Business Combination, (y) the liquidation of the Company in accordance with the Company’s amended and restated memorandum and articles of association, as amended from time to time, if the Company fails to complete a Business Combination, and (iiz) at 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 of this Agreement and hereof (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement or a valid exemption therefrom being available. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as defined below) in the event of a redemption (as set forth in Section 6 hereunderhereof), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, provided that the Company will shall provide at least twenty (20) days’ days prior written notice of any such extension to registered holders Registered Holders of the Warrants and, provided further that any such extension shall be applied consistently to identical in duration among all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) commencing on the later of date that is thirty (a30) 30 days after the consummation by first date on which the Company of completes a merger, share capital stock exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with combination, involving the Company and one or more businesses or entities (a “Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of of: (ix) the date that is five (5) years after the date on which the Company consummates a completes its initial Business Combination, ; (iiy) at 5:00 p.m., New York City time on the liquidation of the Company; or (z) the Redemption Date (as defined below) as provided in Section 6.2 of this Agreement and hereof (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below with respect to an effective registration statement. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as defined below) in the event of a redemption (as set forth in Section 6 hereunderhereof), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will shall provide at least twenty (20) days’ days prior written notice of any such extension to registered holders Registered Holders of the Warrants and, provided further that any such extension shall be applied consistently to identical in duration among all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or and (b) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) five years from the date that is five (5) years after the date on which the Company consummates consummation of a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) Company (“Expiration Date”), provided, however, that the Warrants issued to Chardan Capital Markets, LLC will not be exercisable more than five years after the commencement of sales in accordance with FINRA Rule 5110(g)(8). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m., New York City time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of date that is thirty (a30) 30 days after the consummation by first date on which the Company of completes a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering, and (B) terminating at the earliest to occur of (x) 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates completes its initial Business Combination, (y) the liquidation of the Company in accordance with the Company’s certificate of incorporation (as amended from time to time, the “Charter”), if the Company fails to complete a Business Combination, and (iiz) at 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof; provided, however, that the exercise of this Agreement and (iii) any Warrant shall be subject to the liquidation satisfaction of the Trust Account (defined any applicable conditions, as set forth in subsection 3.3.2 below) (“Expiration Date”), with respect to an effective registration statement or a valid exemption therefrom being available. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as defined below) in the event of a redemption (as set forth in Section 6 hereunderhereof), as applicable, each outstanding Warrant not exercised on or before the Expiration Redemption Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m. New York City time on the Expiration Redemption Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, Redemption Date; provided that the Company will shall provide at least twenty (20) days’ days prior written notice of any such extension to registered holders Registered Holders of the Warrants and, provided further that any such extension shall be applied consistently to identical in duration among all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing commencing, on the later of of, (ai) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b2) 12 months from the date of the closing of the this Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing commencing, on the later of of, (ai) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b2) 12 months from the date of the closing of the this Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account Company (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m., New York City time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders Registered Holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of 30 days after: (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock share purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or and (b) 12 months from the date of that the closing of registration statement is declared effective by the Public OfferingSEC, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from one year after the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering), and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants. Notwithstanding anything to the contrary contained herein, for so long as any Private Placement Warrant is held by Network 1 Financial Securities, Inc. and/or its designees, such Private Placement Warrant may not be exercised after five years from the effective date of the Registration Statement.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (a) 30 days 1 year post the offering or after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering), and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants. Notwithstanding anything to the contrary contained herein, for so long as any Private Placement Warrant is held by LADENBURG TXXXXXXX & CO. INC. and/or their designees, such Private Placement Warrant may not be exercised after five (5) years from the effective date of the Registration Statement.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) commencing on the later of of: (ai) 30 the date that is thirty (30) days after the consummation by first date on which the Company of completes a merger, consolidation, share exchange, asset acquisition, stock share purchase, recapitalization, reorganization or other similar business combination with combination, involving the Company and one or more businesses or entities (a “Business Combination”) (as described more fully in the Registration Statement) ), or (bii) 12 the date that is twelve (12) months from the date of the closing of the Public Offering, Offering and terminating at the earlier to occur of; (x) 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a completes its initial Business Combination, (iiy) at the liquidation of the Company, or (z) 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 of this Agreement and hereof (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 hereof, with respect to an effective registration statement. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as defined below), in the event of a redemption (as set forth in Section 6 hereunderhereof), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m., New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will shall provide at least twenty (20) days’ days prior written notice of any such extension to registered holders Registered Holders of the Warrants and, provided further provided, further, that any such extension shall be applied consistently to identical in duration among all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering), and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) five years from the date that is five (5) years after the date on which the Company consummates consummation of a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) Company (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (a) 30 the date that is thirty (30) days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or and (b) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a Business Combination, (ii) other than with respect to the Private Warrants and Working Capital Warrants then held by the initial purchasers or their respective Permitted Transferees with respect to a redemption pursuant to Section 6.1 (an “Inapplicable Redemption”), at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant (other than a Private Warrant or Working Capital Warrant in the event of an Inapplicable Redemption) not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (“Exercise Period”) commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock share purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering________, 2013, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) three years from the date that is five (5) years after the date on which the Company consummates consummation of a Business Combination, (ii) at 5:00 p.m.the liquidation of the Company, New York City time on and (iii) the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in Section 7.4 below. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written not less than 20 days notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the WarrantsWarrants of such extension.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) and 12 months from the date of that the closing of Registration Statement is declared effective by the Public OfferingSEC, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering), and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) five years from the date that is five (5) years after the date on which the Company consummates consummation of a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) Company (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (a) 30 days after 31st day following the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering, Termination Date and terminating at 5:00 p.m., New York City time on January 31, 2012. Notwithstanding the earlier foregoing, no Warrant shall be exercisable unless, at the time of exercise, a registration statement relating to occur the Common Stock issuable upon the exercise of (i) such Warrant is effective and current and a prospectus is available for use by the date that is five (5) years after holders thereof and the date on which Common Stock has been qualified or deemed to be exempt under the Company consummates a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation securities laws of the Trust Account (defined below) (“Expiration Date”)state of residence of the holder of such Warrants. The period of time from during which a Warrant may be exercised shall be deemed the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “"Exercise Period" and the termination of such Exercise Period shall be deemed the "Expiration Date.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding " Each Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders of the Public Warrants of such extension of not less than 20 days and, further provided further that any such extension shall be applied consistently to identical in duration among all of the Public Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (“Exercise Period”) commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock share purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering), and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) five years from the date that is five (5) years after the date on which the Company consummates a Business Combinationhereof, (ii) at 5:00 p.m.the liquidation of the Company, New York City time on and (iii) the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in Section 7.4 below. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any of the Warrants of such extension shall be applied consistently to all of the Warrantsnot less than 20 days.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of date that is thirty (a30) 30 days after the consummation by first date on which the Company of completes a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering, and (B) terminating at the earliest to occur of (x) 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a completes its initial Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement Combination and (iiiy) the liquidation of the Trust Account Company in accordance with the Company’s amended and restated memorandum and articles of association, as amended from time to time, if the Company fails to complete a Business Combination (defined below) (the “Expiration Date”). The period ; provided, however, that the exercise of time from the date the Warrants will first become exercisable until the expiration of the Warrants any Warrant shall hereafter be referred to as the “Exercise Period.” Except with respect subject to the right to receive the Redemption Price (satisfaction of any applicable conditions, as set forth in Section 6 hereunder)subsection 3.3.2 below, as applicable, each outstanding with respect to an effective registration statement or a valid exemption therefrom being available. Each Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, provided that the Company will shall provide at least twenty (20) days’ days prior written notice of any such extension to registered holders Registered Holders of the Warrants and, provided further that any such extension shall be applied consistently to identical in duration among all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) commencing on the later of (ai) 30 days after the consummation by the Company of a its initial merger, share exchange, asset acquisition, stock share purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (the “Business Combination”) (as described more fully in the Registration Statement) or (bii) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (ia) five years from the date that is five (5) years after consummation of the date on which the Company consummates a Business Combination, Combination and (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and hereof (iii) in each case, the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders of the Warrants and, provided further that any such extension shall be applied consistently to identical in duration among all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) and 12 months from the date of that the closing of registration statement is declared effective by the Public OfferingSEC, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants. Notwithstanding anything to the contrary contained herein, for so long as any Private Warrant is held by Mx. Xxxx Kxx Xxx and/or their designees, such Private Warrant may not be exercised after five years from the effective date of the Registration Statement.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) commencing on the later of of: (ai) 30 the date that is thirty (30) days after the consummation by first date on which the Company of completes a merger, share consolidation, capital stock exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with combination, involving the Company and one or more businesses or entities (a “Business Combination”) (as described more fully in the Registration Statement) ), or (bii) 12 the date that is twelve (12) months from the date of the closing of the Public Offering, Offering and terminating at the earlier to occur of: (x) 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a completes its initial Business Combination, (iiy) at the liquidation of the Company, or (z) 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 of this Agreement and hereof (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 hereof, with respect to an effective registration statement. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as defined below), in the event of a redemption (as set forth in Section 6 hereunderhereof), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m., New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will shall provide at least twenty (20) days’ days prior written notice of any such extension to registered holders Registered Holders of the Warrants and, provided further provided, further, that any such extension shall be applied consistently to identical in duration among all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later to occur of (ai) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or and (bii) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants. Notwithstanding anything to the contrary contained herein, for so long as any Private Warrant is held by the Sponsor and/or their designees, such Private Warrant may not be exercised after five years from the effective date of the Registration Statement.

Duration of Warrants. A Warrant Warrants may be exercised only during the period (the “Exercise Period”) commencing on the later of of: (ai) 30 the date that is thirty (30) days after the consummation by first date on which the Company of completes a merger, share capital stock exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with combination, involving the Company and one or more businesses or entities (a “Business Combination”), and (ii) the date that is twelve (as described more fully in the Registration Statement12) or (b) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of of: (ix) the date that is five (5) years after the date on which the Company consummates a completes its initial Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement Combination and (iiiy) the liquidation of the Trust Account Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination (defined below) (the “Expiration Date”). The period ; provided, however, that the exercise of time from the date the Warrants will first become exercisable until the expiration of the Warrants any Warrant shall hereafter be referred to as the “Exercise Period.” Except with respect subject to the right to receive the Redemption Price (satisfaction of any applicable conditions, as set forth in Section 6 hereunder), as applicable, each outstanding 3.3.2 below with respect to an effective registration statement. Each Warrant (other than a Private Placement Warrant) not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will shall provide at least twenty (20) days’ days prior written notice of any such extension to registered holders Registered Holders of the Warrants and, provided further that any such extension shall be applied consistently to identical in duration among all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (“Exercise Period”): (a) 30 commencing (i) if and when the price of the Company’s Ordinary Shares is above $15.00 for any twenty (20) trading days after within any thirty (30) trading day period for the Xxxxxxx 0 Xxxxxxxx, (xx) upon their issuance at the consummation by of the Company Business Combination for the Xxxxxxx 0 Xxxxxxxx, (xxx) upon their issuance at the consummation of a mergerthe Business Combination for the Tranche 3 Warrants, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or and (b) 12 months from terminating (the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a Business Combination, (ii“Expiration Date”) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and date that is five (iii5) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time years from the date consummation of a Business Combination; provided, however, that the Warrants will first become exercisable until the expiration exercise of the Warrants any Warrant shall hereafter be referred to as the “Exercise Period.” Except with respect subject to the right to receive the Redemption Price (satisfaction of any applicable conditions, as set forth in Section 6 hereunder), as applicable, each outstanding 6.4 below. Each Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders andRegistered Holders of the Warrants, and provided further that any such extension shall be applied consistently to all of the WarrantsRegistered Holders.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock share purchase, recapitalization, contractual arrangement, reorganization or other similar business combination with one or more businesses or entities (the “Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering), and terminating at 5:00 p.m., New York City time on the earlier to occur of (i1) five years from the date that is five (5) years after the date on which the Company consummates consummation of a Business Combination, (ii2) at 5:00 p.m.the liquidation of the Company, New York City time on and (3) the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in Section 7.4 below. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice to Registered Holders of any the Warrants of such extension of not less than 20 days prior to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrantsextension.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) five years from the date that is five (5) years after the date on which the Company consummates consummation of a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined belowCompany, provided, however, that for so long as Private Warrants are beneficially owned by affiliates of EX Xxxxxx, a division of Benchmark Investments, LLC, including EX Xxxxxx Partners, LLC, such Private Warrants will not be exercisable more than five years from the effective date of the Registration Statement in accordance with FINRA Rule 5110(g)(8)(A) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m., New York City time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) commencing on the later of date that is thirty (a30) 30 days after the consummation by first date on which the Company of SPAC Parties complete a merger, share capital stock exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with combination, involving the Corporation and one or more businesses or entities (the “Initial Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering), and terminating at on the earlier to occur of: (x) 5:00 p.m., New York City time time, on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a SPAC Parties complete an Initial Business Combination, Combination or (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iiiy) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period Company; provided, however, that the exercise of time from the date the Warrants will first become exercisable until the expiration of the Warrants any Warrant shall hereafter be referred to as the “Exercise Period.” Except with respect subject to the right to receive the Redemption Price (satisfaction of any applicable conditions, as set forth in Section 6 hereunder), as applicable, each outstanding subsection 3.3.2 hereof with respect to an effective registration. Each Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will shall provide at least twenty (20) days’ days prior written notice of any such extension to registered holders Registered Holders of the Warrants and, provided further that any such extension shall be applied consistently to identical in duration among all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of of: (ai) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or ), and (bii) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (ix) the date that is five (5) years after from the date on which consummation of the Company consummates a Company’s initial Business Combination, (iiy) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iiiz) the liquidation of the Trust Account (defined below) Company (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m., New York City time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of thirty (a30) 30 days after the consummation by the Company of a merger, share capital stock exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) and 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) five years from the date that is five (5) years after the date on which the Company consummates consummation of a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) Company (“Expiration Date”); provided, however, that the Private Warrants issued to Stifel will not be exercisable more than five years from the commencement of sales of the Public Offering in accordance with FINRA Rule 5110(g)(8)(A). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m., New York City time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (a) 30 days after the date of the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering), and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement Agreement, and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of date that is thirty (a30) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more target businesses or entities (“Business Combination”) (as described more fully as a “business combination” in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date (defined below) as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (defined below) (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders Registered Holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) five years from the date that is five (5) years after the date on which the Company consummates consummation of a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) Company (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ days prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.. Notwithstanding anything to the contrary contained herein, for so long as any Private Placement Warrant is held by Cantor and/or its designees, such Private Placement Warrant may not be exercised after five years from the effective date of the Registration Statement

Duration of Warrants. A Warrant may be exercised only during the period (“Exercise Period”) commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock share purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering), and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) five years from the date that is five (5) years after the date on which the Company consummates consummation of a Business Combination, (ii) at 5:00 p.m.the liquidation of the Company, New York City time on and (iii) the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in Section 7.4 below. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any of the Warrants of such extension shall be applied consistently to all of the Warrantsnot less than 20 days.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (a) 30 days after the date of the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or and (b) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a Business Combination, (ii) other than with respect to the Private Warrants, Extension Loan Warrants and Working Capital Warrants then held by the initial purchasers or their respective Permitted Transferees with respect to a redemption pursuant to Section 6.1 (an “Inapplicable Redemption”), at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant (other than a Private Warrant, Extension Loan Warrant or Working Capital Warrant in the event of an Inapplicable Redemption) not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (a) commencing on the later of of: (ai) 30 the date that is thirty (30) days after the consummation by first date on which the Company of completes a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”; and (ii) the date that is twelve (as described more fully in the Registration Statement12) or (b) 12 months from the date of the closing of the Public Offering, Offering (or up to eighteen (18) months if the Company extends the time to complete a business combination); and (b) terminating at the earliest to occur of: (x) 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates completes its initial Business Combination; (y) the liquidation of the Company in accordance with the Company’s amended and restated memorandum and articles of association, as amended from time to time, if the Company fails to complete a Business Combination, ; and (iiz) at 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 of this Agreement and hereof (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement or a valid exemption therefrom being available. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunderdefined below), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will shall provide at least twenty (20) days’ days prior written notice of any such extension to registered holders Registered Holders of the Warrants and, provided further that any such extension shall be applied consistently to identical in duration among all of the Warrants.

Duration of Warrants. A Subject to the terms and conditions of such Warrant may be exercised only during the period and of this Agreement, at any time or from time to time commencing on the later of date the Requisite Shareholder Approvals are received (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business CombinationBeginning Date”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering), and terminating at prior to 5:00 p.m., New York City time Eastern time, on the earlier to occur fifth (5th) anniversary of (i) the date that Beginning Date or, if such day is five (5) years after the date on which the Company consummates not a Business CombinationDay, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and next succeeding Business Day (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration , a Warrant may be exercised for all or any part of the Warrants shall hereafter be Warrant Shares purchasable hereunder (subject to adjustment as provided herein). Such period commencing on the Beginning Date and expiring on the Expiration Date is herein referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Each Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close Close of business Business on the Expiration Date (or Close of Business on the Settlement Date with respect to any Exercise Agreement delivered prior to the Expiration Date). The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will shall provide at least twenty (20) days’ prior written notice of any not less than thirty (30) days to Holders of such extension to registered holders and, provided further and that any such extension shall be applied consistently to identical in duration among all of the then outstanding Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the effective date of the closing of the Public OfferingRegistration Statement, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) five years from the date that is five (5) years after the date on which the Company consummates consummation of a Business Combination, Combination and (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ days prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Except as set forth in this Section 3.2, a Warrant may be exercised only during the period commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business CombinationExercise Period”) (as described more fully in commencing immediately upon the effectiveness of the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time time, on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a Business Combination_______, 2015 and (ii) at 5:00 p.m., New York City time on the Redemption Date date fixed for redemption of the Warrants as provided in Section 6.2 6 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company Company, in its sole discretion discretion, may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that any such extension of the duration of the Warrants shall apply equally to all of the Warrants, except that any amendment to the terms of the Representative’s Warrants shall be subject to any limitations and conditions that may be imposed by FINRA Corporate Finance Rule 2710. Should the Company will wish to extend the Expiration Date of the Warrants, the Company shall provide at least twenty (20) days’ prior written days advance notice to the NASDAQ Stock Market, LLC (or the principal trading market for the Warrants) of any such extension extension. Notwithstanding the foregoing, a Warrant can expire unexercised regardless of whether a registration statement is current under the Act with respect to registered holders and, provided further that any such extension shall be applied consistently to all the Common Stock issuable upon exercise of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (“Exercise Period”) commencing on the later to occur of (ai) 30 days after the consummation by completion of the Company of a Company’s initial merger, share exchange, asset acquisition, stock share purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) and (as described more fully in the Registration Statement) or (bii) 12 months from the date of following the closing of the Public Offering, and terminating at 5:00 p.m., New York City time time, on the earlier to occur of (i) the date that is five (5) years after fifth anniversary of the date on which completion of the Company consummates a Company’s initial Business Combination, and (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 6 of this Warrant Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder)) in the case of Public Warrants and any Private Warrants, as applicableExtension Loan Warrants or Working Capital Warrants held by any holder other than Sponsor and its permitted transferees, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Warrant Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any not less than 10 days to Registered Holders of such extension to registered holders and, provided further and that any such extension shall be applied consistently to identical in duration among all of the then outstanding Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (“Exercise Period”) commencing on the later to occur of (ai) 30 days after the consummation by completion of the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar Company’s initial business combination with one or more businesses or entities and (“Business Combination”) (as described more fully in the Registration Statement) or (bii) 12 months from the date of following the closing of the Public Offering, and terminating at 5:00 p.m., New York City time time, on the earlier to occur of (i) (A) five years following the completion of the Company’s initial business combination with respect to the Public Warrants, and (B) five years from the effective date of the Registration Statement with respect to the Private Warrants purchased by Chardan NexTech Investments LLC, provided that is once the Private Warrants are not beneficially owned by Chardan Capital Markets, LLC or any of its related persons anymore, the Private Warrants may not be exercised five (5) years after following the date on which completion of the Company consummates a Business CombinationCompany’s initial business combination, and (ii) at 5:00 p.m., New York City time on the Redemption Date date fixed for redemption of the Warrants as provided in Section 6.2 6 of this Warrant Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Warrant Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company (i) may not extend the duration of the Private Warrants by delaying the Expiration Date and (ii) will provide at least twenty (20) days’ prior written notice of any not less than 10 days to Registered Holders of such extension to registered holders and, provided further and that any such extension shall be applied consistently to identical in duration among all of the then outstanding Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) commencing on the later of date that is thirty (a30) 30 days after the consummation by first date on which the Company of completes a merger, consolidation, share exchange, asset acquisition, stock share purchase, recapitalization, reorganization or other similar business combination with combination, involving the Company and one or more businesses or entities (a “Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering, and terminating at the earlier to occur of: (x) 5:00 p.m., New York City time time, on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a completes its initial Business Combination, (iiy) at the liquidation of the Company, or (z) 5:00 p.m., New York City time time, on the Redemption Date (as defined below) as provided in Section 6.2 of this Agreement and hereof (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 hereof, with respect to an effective registration statement. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as defined below), in the event of a redemption (as set forth in Section 6 hereunderhereof), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m., New York City time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will shall provide at least twenty (20) days’ , prior written notice of any such extension to registered holders andRegistered Holders of the Warrants; provided, provided further further, that any such extension shall be applied consistently to identical in duration among all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) five years from the date that is five (5) years after the date on which the Company consummates consummation of a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) Company (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ days prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (“Exercise Period”) commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) five years from the date that is five (5) years after the date on which the Company consummates consummation of a Business Combination, Combination and (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ days prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) commencing on the later of of: (ai) 30 the date that is thirty (30) days after the consummation by first date on which the Company of completes a merger, share exchange, asset acquisition, stock share purchase, recapitalization, reorganization or other similar business combination with combination, involving the Company and one or more businesses or entities (a “Business Combination”), and (ii) the date that is twelve (as described more fully in the Registration Statement12) or (b) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of of: (ix) the date that is five (5) years after the date on which the Company consummates a completes its initial Business Combination, (iiy) at 5:00 p.m.the liquidation of the Company, New York City time on or (z) the Redemption Date (as defined below) as provided in Section 6.2 of this Agreement and hereof (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement or a valid exemption therefrom being available. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunderdefined below), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will shall provide at least twenty (20) days’ days prior written notice of any such extension to registered holders Registered Holders of the Warrants and, provided further that any such extension shall be applied consistently to identical in duration among all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing commencing, on the later of of, (ai) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b2) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account Company (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m., New York City time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders Registered Holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering), and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants. Notwithstanding anything to the contrary contained herein, for so long as any Private Placement Warrant is held by Cxxxx-Xxxxxx Capital Group LLC or Rxxx Capital Partners, LLC and/or their designees, such Private Placement Warrant may not be exercised after five years from the effective date of the Registration Statement.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of date that is thirty (a30) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock share purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) Company (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants. Notwithstanding the foregoing, if the Company liquidates the Trust Account (defined below) because it is unable to consummate a Business Combination within the time period required by its Amended and Restated Memorandum and Articles of Association, then each outstanding Warrant shall become void on the date the Trust Account is liquidated and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on such date.

Duration of Warrants. A Warrant may be exercised only during the period (“Exercise Period”) commencing on the later of (a) 30 days after the consummation by the Company of a merger, share capital stock exchange, asset acquisition, stock purchase, recapitalization, reorganization asset acquisition or other similar business combination with or a combination of any of the foregoing, of one or more operating businesses or entities having collectively, a fair market value (as calculated in accordance with the requirements as set forth in the Company’s Amended and Restated Certificate of Incorporation) of at least 80% of the balance in the trust account (less the deferred underwriting discounts and commissions and taxes payable) at the time of such acquisition (a “Business Combination”) (as described more fully in the Registration Statement) ), or (b) 12 months from the date of the closing of the Public Offering___2008, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) ___, 2010, or (ii) the date that is five fixed for redemption of the Warrants as provided in Section 6 of this Agreement (5subject to extension in the limited circumstances set forth in Section 2 of the Warrants) years after (the date on which the Company consummates a Business Combinationexercise period terminates, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization Business Combination or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date first anniversary of the closing of the Initial Public OfferingOffering consummation date, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after fifth anniversary of the date on which the Company consummates a Business Combination, Initial Public Offering consummation date; or (ii) at 5:00 p.m., New York City time on the Redemption Date date fixed for redemption of the Warrants as provided in Section 6.2 6 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date ; provided, however that, (i) the Warrants will first become shall not be exercisable until and the expiration Company shall not be obligated to issue Common Stock unless, at the time a holder seeks to exercise the Warrants, a prospectus relating to Common Stock issuable upon exercise of the Warrants shall hereafter is current and the Common Stock has been registered or qualified or deemed to be referred exempt under the securities laws of the state of residence of the holder of the Warrants and (ii) in addition to as the “Exercise Period.” exercise conditions set forth in this Section 3.2, the Founders’ Warrants may only become exercisable following the Company’s completion of a Business Combination if and when the last sales price of the Common Stock exceeds the Floor Price for any 20 trading days within a 30 trading day period beginning 90 days after such Business Combination. Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (“Exercise Period”) commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing completion of the Public OfferingCompany’s initial business combination, and terminating at 5:00 p.m., New York City time time, on the earlier to occur of (i) (A) with respect to the Public Warrants, the Private Warrants (except as provided in the following clause (B)) and the Note Financing Warrants, five years following the completion of the Company’s initial business combination, and (B) only with respect to the Warrants purchased by Co-Sponsor II, five years from the effective date of the Registration Statement with respect to the Private Warrants, provided that is once the Private Warrants are not beneficially owned by Co-Sponsor II or any of its related persons anymore, the Private Warrants may not be exercised five (5) years after following the date on which completion of the Company consummates a Business CombinationCompany’s initial business combination, and (ii) at 5:00 p.m., New York City time on the Redemption Date date fixed for redemption of the Warrants as provided in Section 6.2 6 of this Warrant Agreement and (iii) the liquidation of the Trust Account (defined belowexcept as provided in Section 2.5) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Warrant Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any not less than 10 days to Registered Holders of such extension to registered holders and, provided further and that any such extension shall be applied consistently to identical in duration among all of the then outstanding Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (“Exercise Period”) commencing on the later of (ai) 30 days after the consummation by the Company of a merger, share capital stock exchange, asset acquisition, stock purchase, recapitalization, reorganization asset acquisition or other similar business combination having collectively, a fair market value (as calculated in accordance with one or more businesses or entities the requirements set forth in the Company’s Certificate of Incorporation) of at least 80% of the Company’s net assets (excluding the underwriter’s deferred discount) at the time of such acquisition (“Business Combination”) (as described more fully in the Company’s Registration Statement) or and (bii) 12 months from the date of the closing of the Public Offering[_________], 2007, and terminating at 5:00 p.m., New York City time on the earlier to occur of (ia) [________], 2010 or (b) the date that is five (5) years after fixed for redemption of the date on which the Company consummates a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date Warrants as provided in Section 6.2 6 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders andof the Warrants of such extension of not less than 20 days; provided, provided further further, that any such extension shall be applied consistently to identical in duration among all of the Warrants. Should the Company wish to extend the Expiration Date of the Warrants, the Company shall provide advance notice to the American Stock Exchange as required by the American Stock Exchange.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) commencing on the later of of: (ai) 30 the date that is thirty (30) days after the consummation by first date on which the Company of completes a merger, share capital stock exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with combination, involving the Company and one or more businesses or entities (a “Business Combination”) (as described more fully in the Registration Statement) ), or (bii) 12 the date that is twelve (12) months from the date of the closing of the Public Offering, and terminating on the earlier to occur of: (x) at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a completes its initial Business Combination, (iiy) at 5:00 p.m., New York City time on the liquidation of the Company or (z) the Redemption Date (as defined below) as provided in Section 6.2 of this Agreement and hereof (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as defined below) in the event of a redemption (as set forth in Section 6 hereunderhereof), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will shall provide at least twenty (20) days’ days prior written notice of any such extension to registered holders Registered Holders of the Warrants and, provided further that any such extension shall be applied consistently to identical in duration among all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock share purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 and 9 months from the date of that the closing of registration statement is declared effective by the Public OfferingSEC, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing commencing, on the later of of, (ai) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (bii) 12 months from the date of the closing of the this Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) commencing on the later of date that is thirty (a30) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public OfferingClosing , and terminating at 5:00 p.m., New York City time on the earlier to occur of of: (iw) the date that is five (5) years after the date on which the Company consummates a Business CombinationClosing, (iix) at 5:00 p.m.the liquidation of the Company, New York City time on (y) the Redemption Date (as defined below) as provided in Section 6.3 hereof, or (z) the Alternative Redemption Date (as defined below) as provided in Section 6.2 of this Agreement and hereof (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price, in the event of a redemption as set forth in Section 6 hereunderhereof (and subject to the terms and conditions thereof), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will shall provide at least twenty (20) days’ days prior written notice of any such extension to registered holders Registered Holders of the Warrants and, provided further that any such extension shall be applied consistently to identical in duration among all the Warrants; and provided, further, that, in the event that the Company extends the duration of any of the Public Warrants, the duration of the Warrants shall be extended on an equivalent basis.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) commencing on the later of the date that is (ai) 30 days after the consummation by first date on which the Company of completes a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with combination, involving the Company and one or more businesses or entities (a “Business Combination”) (as described more fully in the Registration Statement) or (bii) 12 twelve (12) months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier earliest to occur of of: (i) the date that is five (5) years after the date on which the Company consummates a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants. Notwithstanding anything to the contrary contained herein, for so long as any Private Placement Warrant is held by Ladenburg Txxxxxxx & Co. Inc. and/or its designees, such Private Placement Warrant may not be exercised after five (5) years from the effective date of the Registration Statement.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) five years from the date that is five (5) years after the date on which the Company consummates consummation of a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) Company (“Expiration Date”), provided, however, that the Warrants issued to the Representatives will not be exercisable more than five years after the commencement of sales in accordance with FINRA Rule 5110(g)(8). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m., New York City time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) five years from the date that is five (5) years after the date on which the Company consummates consummation of a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) Company (“Expiration Date”), provided, however, that the Warrants issued to Jefferies will not be exercisable more than five years after the commencement of sales in accordance with FINRA Rule 5110(g)(8). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m., New York City time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering), and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants. Notwithstanding anything to the contrary contained herein, for so long as any Private Placement Warrant is held by the Sponsor and/or their designees, such Private Placement Warrant may not be exercised after five years from the effective date of the Registration Statement.

Duration of Warrants. A Warrant may be exercised only during the period (“Exercise Period”) commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with involving the Company and one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of and [___________], 2016 [one year after the closing of the Public Offering], and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) five years from the date that is five consummation of a Business Combination (5) or, in the case of the $15 Exercise Price Sponsor Warrants, seven years after the date on which the Company consummates completion of a Business Combination), (ii) at 5:00 p.m.the liquidation of the Company, New York City time on and (iii) except in the case of the Private Warrants and $15 Exercise Price Sponsor Warrants, the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in Section 7.4 below. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any of the Warrants of such extension shall be applied consistently to all of the Warrantsnot less than 20 days.

Duration of Warrants. A Warrant may be exercised only during the period (“Exercise Period”) commencing on the later to occur of (ai) 30 days after the consummation by completion of the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar Company’s initial business combination with one or more businesses or entities and (“Business Combination”) (as described more fully in the Registration Statement) or (bii) 12 months from the date of following the closing of the Public Offering, and terminating at 5:00 p.m., New York City time time, on the earlier to occur of (i) (A) five years following the completion of the Company’s initial business combination with respect to the Public Warrants, and (B) five years from the effective date of the Registration Statement with respect to the Private Warrants purchased by CleanTech Sponsor I LLC and CleanTech Investments, LLC, provided that is once the Private Warrants are not beneficially owned by CleanTech Sponsor I LLC and CleanTech Investments, LLC or any of its related persons anymore, the Private Warrants may not be exercised five (5) years after following the date on which completion of the Company consummates a Business CombinationCompany’s initial business combination, and (ii) at 5:00 p.m., New York City time on the Redemption Date date fixed for redemption of the Warrants as provided in Section 6.2 6 of this Warrant Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Warrant Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any not less than 10 days to Registered Holders of such extension to registered holders and, provided further and that any such extension shall be applied consistently to identical in duration among all of the then outstanding Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (“Exercise Period”) commencing on the later to occur of (ai) 30 days after the consummation by completion of the Company of a Company’s initial merger, share exchange, asset acquisition, stock share purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) and (as described more fully in the Registration Statement) or (bii) 12 months from the date of following the closing of the Public Offering, and terminating at 5:00 p.m., New York City time time, on the earlier to occur of (i) the date that is five (5) years after fifth anniversary of the date on which completion of the Company consummates a Company’s initial Business Combination, and (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 6 of this Warrant Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable) in the case of Public Warrants and any Private Warrants or Working Capital Warrants held by any holder other than Sponsor and its permitted transferees, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Warrant Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any not less than 10 days to Registered Holders of such extension to registered holders and, provided further and that any such extension shall be applied consistently to identical in duration among all of the then outstanding Warrants.

Duration of Warrants. A Subject to compliance with the terms set forth in Section 3.3 hereof, a Warrant may be exercised only during the period (“Exercise Period”) commencing on the later of (a) 30 days six months after the date of consummation by the Company of a merger, share stock exchange, asset acquisition, stock purchase, recapitalization, reorganization acquisition or other similar business combination with with, or controlling, through contractual arrangements of, one or more businesses or entities Target Businesses (as hereinafter defined) having a fair market value of at least 80% of the Company’s net assets at the time of such acquisition (a “Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (ix) _____________, 2013 (the date that is five (5) years after the date on which the Company consummates a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”) or (y) the Redemption Date (as hereinafter defined). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right right, if applicable, to receive the Redemption Price (as set forth hereinafter defined), in the case of Warrants called for redemption in accordance with Section 6 hereunder), as applicable, hereof each outstanding Warrant not exercised on or before the earlier of the Redemption Date or the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the earlier of the Redemption Date or the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided. Notwithstanding the foregoing, however, that a Warrant may expire unexercised regardless of whether a registration statement covering the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all sale of the WarrantsOrdinary Shares underlying the Warrants is effective. For purposes of this Warrant Agreement, the term “Target Business” shall mean an operating business with its principal operations in Greater China (as described in the Registration Statement).

Duration of Warrants. A Warrant may be exercised only during the period (“Exercise Period”) commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock share purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering), and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) three years from the date that is five (5) years after the date on which the Company consummates consummation of a Business Combination, (ii) at 5:00 p.m.the liquidation of the Company, New York City time on and (iii) the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in Section 7.4 below. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any of the Warrants of such extension shall be applied consistently to all of the Warrantsnot less than 20 days.

Duration of Warrants. A Warrant may be exercised only during the period commencing commencing, on the later of of, (a1) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or and (b2) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) five years from the date that is five (5) years after the date on which the Company consummates consummation of a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) Company (“Expiration Date”), provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m., New York City time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (ai) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock share purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (bii) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) five years from the date that is five (5) years after the date on which the Company consummates consummation of a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) Company in accordance with the Company’s amended and restated memorandum and articles of association, as amended from time to time (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m., New York City time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants. Notwithstanding anything contained in this Agreement to the contrary, so long as the Private Placement Warrants held by the Representative are held by the Representative or its designees or affiliates, such Private Placement Warrants may not be exercised after five years from the effective date of the Registration Statement.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (a) 30 days after twelve (12) months from the date of the final prospectus included with the Registration Statement and (b) the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering), and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) five years from the date that is five (5) years after the date on which the Company consummates consummation of a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) Company (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business 5:00 p.m., New York City time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (“Exercise Period”) commencing on the later of (a) 30 days after the consummation by the Company of a merger, share stock exchange, asset acquisition, stock purchase, recapitalization, reorganization acquisition or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Company’s Registration Statement) or (b) 12 months from the date of the closing of the Public Offering_____________, 2009, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a Business Combination____________, 2013 or (ii) at 5:00 p.m., New York City time on the Redemption Date date fixed for redemption of the Warrants as provided in Section 6.2 6 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period Notwithstanding the foregoing, no Warrant shall be exercisable unless, at the time of time from exercise, a registration statement relating to the date Common Stock issuable upon the Warrants will first become exercisable until exercise of such a Warrant is effective and current and a prospectus is available for use by the expiration holders thereof and the Common Stock has been qualified or deemed to be exempt under the securities laws of the Warrants shall hereafter be referred to as state of residence of the “Exercise Period.” holder of such Warrants. Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders of the Warrants of such extension of not less than 20 days and, further provided further that any such extension shall be applied consistently to identical in duration among all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) five years from the date that is five (5) years after the date on which the Company consummates consummation of a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) Company (“Expiration Date”), provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later to occur of (ai) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or and (bii) 12 eighteen (18) months following from the date of the closing of the Public OfferingCompany’s initial public offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) commencing on the later of (ai) 30 days after the consummation by the Company of a its initial merger, share exchange, asset acquisition, stock share purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (the “Business Combination”) (as described more fully in the Registration Statement) or (bii) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time on the earlier to occur of (ia) five years from the date that is five (5) years after consummation of the date on which the Company consummates a Business Combination, Combination and (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and hereof (iii) in each case, the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ days prior written notice of any such extension to registered holders of the Warrants and, provided further that any such extension shall be applied consistently to identical in duration among all of the Warrants.

Duration of Warrants. A Warrant may be exercised only during the period commencing on the later of (a) 30 days after the consummation by the Company of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering), and terminating at 5:00 p.m., New York City time on the earlier to occur of (i) the date that is five (5) years after the date on which the Company consummates a Business Combination, (ii) at 5:00 p.m., New York City time on the Redemption Date as provided in Section 6.2 of this Agreement and (iii) the liquidation of the Trust Account (defined below) (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any such extension to registered holders and, provided further that any such extension shall be applied consistently to all of the Warrants. Notwithstanding anything to the contrary contained herein, for so long as any Private Placement Warrant is held by EX Xxxxxx, a division of Benchmark Investments, LLC and/or their designees, such Private Placement Warrant may not be exercised after five (5) years from the effective date of the Registration Statement.

Duration of Warrants. A Warrant may be exercised only during the period (“Exercise Period”) commencing on the later to occur of (ai) 30 days after the consummation by completion of the Company Company’s initial Business Combination and (ii) 12 months following the effectiveness of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”) (as described more fully in the Registration Statement) or (b) 12 months from the date of the closing of the Public Offering, and terminating at 5:00 p.m., New York City time time, on the earlier to occur of (i) five years following the date that is five (5) years after closing of the date on which the Company consummates a Company’s initial Business Combination, and (ii) at 5:00 p.m., New York City time on the Redemption Date date fixed for redemption of the Warrants as provided in Section 6.2 6 of this Warrant Agreement and (iii) or the Company’s liquidation of upon its failure to consummate a Business Combination as described in the Trust Account (defined below) Registration Statement (“Expiration Date”). The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the Redemption Price (as set forth in Section 6 hereunder), as applicable, each outstanding Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Warrant Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide at least twenty (20) days’ prior written notice of any not less than 10 days to Registered Holders of such extension to registered holders and, provided further and that any such extension shall be applied consistently to identical in duration among all of the then outstanding Warrants. As used herein, the term “Business Combination” shall mean any acquisition by share exchange, share reconstruction and amalgamation with, purchasing all or substantially all of the assets of, entering into contractual arrangements with, or engaging in any other similar business combination with one or more businesses or entities by the Company.