EX-10.6
from S-1/A
12 pages
2. the Undersigned Hereby Agrees That in the Event That the Company Fails to Consummate a Business Combination (As Defined in the Underwriting Agreement) Within 21 Months From the Closing of the Offering (Or 27 Months From the Date of the Closing of the Offering if the Company Executes a Letter of Intent, Agreement in Principle or Definitive Agreement Relating to a Proposed Initial Business Combination Before Such 21-Month Period Ends), He or She Shall Take All Reasonable Steps to Cause the Company to (I) Cease All Operations Except for the Purpose of Winding Up, (II) as Promptly as Reasonably Possible, Redeem 100% of the Common Stock Held by the Public Stockholders, at a Per-Share Price, Payable in Cash, Equal to the Aggregate Amount Including Interest Then on Deposit in the Trust Account, but Net of Any Taxes Payable (Less Up to $100,000 of Such Net Interest to Pay Reasonable Expenses of Dissolution), Divided by the Number of Shares of Common Stock Then Outstanding, Together With the Contingent Right to Receive, in Cash, Following the Company’s Dissolution, a Pro Rata Share of the Balance of the Company’s Net Assets, if Any, and (III) as Promptly as Reasonably Possible Following Such Redemption, Subject to the Approval of the Company’s Remaining Stockholders and the Company’s Board of Directors, Dissolve and Liquidate, Subject in Each Case to the Company’s Obligations Under Nevada Law to Provide for Claims of Creditors and Other Requirements of Applicable Law
12/34/56