Exhibit 10.3


 


INVESTMENT MANAGEMENT
TRUST AGREEMENT


 


This Agreement
is made as of June 23, 2020 by and between Brilliant Acquisition Corporation (the “Company”) and
Continental Stock Transfer & Trust Company (“Trustee”).


 


WHEREAS, the Company’s
registration statement on Form S-1, No. 333-237153 (“Registration Statement”) for its initial public offering
of securities (“IPO”) has been declared effective as of the date hereof (“Effective Date”)
by the Securities and Exchange Commission (capitalized terms used herein and not otherwise defined shall have the meanings set
forth in the Registration Statement); and


 


WHEREAS, EarlyBirdCapital,
Inc. (the “Representative”) is acting as the representative of the several underwriters in the IPO; and


 


WHEREAS, as described
in the Registration Statement, and in accordance with the Company’s Amended and Restated Memorandum and Articles of Association,
$40,000,000.00 ($46,000,000.00 if the over-allotment option is exercised in full) of the proceeds from the IPO and a simultaneous
private placement of units and warrants will be delivered to the Trustee to be deposited and held in a segregated trust account
located at all times in the United States (the “Trust Account”) for the benefit of the Company and the holders
of the Company’s ordinary shares, no par value per share (“Ordinary Shares”), issued in the IPO as hereinafter
provided (the proceeds to be delivered to the Trustee will be referred to herein as the “Property”; the shareholders
for whose benefit the Trustee shall hold the Property will be referred to as the “Public Shareholders,” and
the Public Shareholders and the Company will be referred to together as the “Beneficiaries”); and


 


WHEREAS, the Company
and the Trustee desire to enter into this Agreement to set forth the terms and conditions pursuant to which the Trustee shall hold
the Property;


 


IT IS AGREED:


 


1. Agreements and Covenants of Trustee. The Trustee hereby agrees and covenants to:




 


(a) 
Hold the Property in trust for the Beneficiaries in accordance with the terms of this Agreement in the Trust Account established
by the Trustee at J.P. Morgan Chase Bank, N.A. and at a brokerage institution selected by the Trustee that is reasonably satisfactory
to the Company;


 


(b) Manage, supervise, and
administer the Trust Account subject to the terms and conditions set forth herein;


 


(c) 
In a timely manner, upon the written instruction of the Company, invest and reinvest the Property in United States “government
securities” within the meaning of Section 2(a)(16) of the Investment Company Act of 1940, as amended (the “Investment
Company Act”), having a maturity of 180 days or less, and/or in any open ended investment company registered under the
Investment Company Act that holds itself out as a money market fund selected by the Company meeting the conditions of paragraph
(d) of Rule 2a-7 promulgated under the Investment Company Act, which invest only in direct U.S. government treasury obligations;
it being understood that the Trust Account will earn no interest while account funds are uninvested awaiting the Company’s
instructions hereunder and the Trustee may earn bank credits or other consideration during such periods;


 


(d) 
Collect and receive, when due, all principal and income arising from the Property, which shall become part of the “Property,”
as such term is used herein;


 


(e) 
Notify the Company and the Representative of all communications received by it with respect to any Property requiring action
by the Company;


 


(f) 
Supply any necessary information or documents as may be requested by the Company in connection with the Company’s
preparation of its tax returns;


 






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(g) 
Participate in any plan or proceeding for protecting or enforcing any right or interest arising from the Property if, as,
and when instructed by the Company to do so;


 


(h) 
Render to the Company monthly written statements of the activities of and amounts in the Trust Account reflecting all receipts
and disbursements of the Trust Account;


 


(i) 
Commence liquidation of the Trust Account only after and promptly after receipt of, and only in accordance with, the terms
of a letter (“Termination Letter”), in a form substantially similar to that attached hereto as either Exhibit
A or Exhibit B, signed on behalf of the Company and, in the case of a Termination Letter in a form substantially similar
to that attached hereto as Exhibit A, jointly acknowledged and agreed to by the Representative, and complete the liquidation
of the Trust Account and distribute the Property in the Trust Account only as directed in the Termination Letter and the other
documents referred to therein; provided, however, that in the event that a Termination Letter has not been received by the Trustee
within the period of time (the “Last Date”) provided in the Company’s Amended and Restated Memorandum
and Articles of Association, as the same may be amended from time to time (the “Memorandum and Articles of Association”),
the Trust Account shall be liquidated in accordance with the procedures set forth in the Termination Letter attached as Exhibit
B hereto and distributed to the Public Shareholders as of the Last Date. The provisions of this Section 1(i) may not
be modified, amended or deleted under any circumstances; and


 


(j) 
Upon receipt of a letter (an “Amendment Notification Letter”) in the form of Exhibit C, signed
on behalf of the Company by an authorized officer, distribute to Public Shareholders who exercised their conversion rights in connection
with an amendment to Article Sixth of the Company’s Memorandum and Articles of Association (an “Amendment”)
an amount equal to the pro rata share of the Property relating to the Ordinary Shares for which such Public Shareholders have exercised
conversion rights in connection with such Amendment. The provisions of this Section 1(j) may not be modified, amended or
deleted under any circumstances.


 


2. Limited Distributions of Income from Trust Account.




 


(a) 
Upon written request from the Company, which may be given from time to time in a form substantially similar to that attached
hereto as Exhibit D, the Trustee shall distribute to the Company the amount of interest income earned on the Trust Account
requested by the Company to cover any income or other tax obligation owed by the Company.


 


(b) 
The limited distributions referred to in Section 2(a) above shall be made only from income collected on the Property.
Except as provided in Section 2(a) above, no other distributions from the Trust Account shall be permitted except in accordance
with Sections 1(i) or 1(j)hereof.


 


(c) 
The Company shall provide the Representative with a copy of any Termination Letter, Amendment Notification Letter, and/or
any other correspondence that it issues to the Trustee with respect to any proposed withdrawal from the Trust Account promptly
after such issuance.


 


3. Agreements and Covenants of the Company. The Company agrees and covenants to:




 


(a) 
Give all instructions to the Trustee hereunder in writing, signed by any one of the Company’s authorized officers.
In addition, except with respect to its duties under Sections 1(i), 1(j) and 2(a) above, the Trustee shall
be entitled to rely on, and shall be protected in relying on, any verbal or telephonic advice or instruction which it in good
faith believes to be given by any one of the persons authorized above to give written instructions, provided that the Company
shall promptly confirm such instructions in writing;


 






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(b)  Subject
to the provisions of Section 5 of this Agreement, hold the Trustee harmless and indemnify the Trustee from and against
any and all expenses, including reasonable counsel fees and disbursements, or losses suffered by the Trustee in connection
with any claim, potential claim, action, suit, or other proceeding brought against the Trustee which in any way arises out of
or relates to this Agreement, the services of the Trustee hereunder, or the Property or any income earned from investment of
the Property, except for expenses and losses resulting from the Trustee’s gross negligence or willful misconduct.
Promptly after the receipt by the Trustee of notice of demand or claim or the commencement of any action, suit, or
proceeding, pursuant to which the Trustee intends to seek indemnification under this paragraph, it shall notify the Company
in writing of such claim (hereinafter referred to as the “Indemnified Claim”). The Trustee shall have the
right to conduct and manage the defense against such Indemnified Claim, provided, that the Trustee shall obtain the consent
of the Company with respect to the selection of counsel, which consent shall not be unreasonably withheld. The Trustee may
not agree to settle any Indemnified Claim without the prior written consent of the Company, which consent shall not be
unreasonably withheld. The Company may participate in such action with its own counsel;


 


(c) 
Pay the Trustee an initial acceptance fee, an annual fee, and a transaction processing fee for each disbursement made pursuant
to Section 2(a) as set forth on Schedule A hereto, which fees shall be subject to modification by the parties from
time to time. It is expressly understood that the Property shall not be used to pay such fees and further agreed that any fees
owed to the Trustee shall be deducted by the Trustee from the disbursements made to the Company pursuant to Section 1(i)
solely in connection with the consummation of a business combination (a “Business Combination”). The Company
shall pay the Trustee the initial acceptance fee and first year’s fee at the consummation of the IPO and thereafter on the
anniversary of the Effective Date;


 


(d) 
In connection with any vote of the Company’s stockholders regarding a Business Combination, provide to the Trustee
an affidavit or certificate of a firm regularly engaged in the business of soliciting proxies and/or tabulating stockholder votes
verifying the vote of the Company’s stockholders regarding such Business Combination;


 


(e) 
In the event that the Company directs the Trustee to commence liquidation of the Trust Account pursuant to Section 1(i),
the Company agrees that it will not direct the Trustee to make any payments that are not specifically authorized by this Agreement;
and


 


(f) 
If the Company has an Amendment approved by its stockholders, provide the Trustee with an Amendment Notification Letter
in the form of Exhibit C providing instructions for the distribution of funds to Public Shareholders who exercise their
conversion rights in connection with such Amendment.


 


4. Limitations of Liability. The Trustee shall have no responsibility or liability to:




 


(a) 
Take any action with respect to the Property, other than as directed in Sections 1 and 2 hereof, and the Trustee
shall have no liability to any party except for liability arising out of its own gross negligence or willful misconduct;


 


(b) 
Institute any proceeding for the collection of any principal and income arising from, or institute, appear in, or defend
any proceeding of any kind with respect to, any of the Property unless and until it shall have received instructions from the Company
given as provided herein to do so and the Company shall have advanced or guaranteed to it funds sufficient to pay any expenses
incident thereto;


 


 (c) Change the investment of any Property, other than in compliance with Section 1(c);




 


 (d) Refund any depreciation in principal of any Property;




 


(e) 
Assume that the authority of any person designated by the Company to give instructions hereunder shall not be continuing
unless provided otherwise in such designation, or unless the Company shall have delivered a written revocation of such authority
to the Trustee;


 


(f)  The
other parties hereto or to anyone else for any action taken or omitted by it, or any action suffered by it to be taken or
omitted, in good faith and in the exercise of its own best judgment, except for its gross negligence or willful misconduct.
The Trustee may rely conclusively and shall be protected in acting upon any order, notice, demand, certificate, opinion, or
advice of counsel (including counsel chosen by the Trustee), statement, instrument, report, or other paper or document (not
only as to its due execution and the validity and effectiveness of its provisions, but also as to the truth and acceptability
of any information therein contained) which is believed by the Trustee, in good faith, to be genuine and to be signed or
presented by the proper person or persons. The Trustee shall not be bound by any notice or demand, or any waiver,
modification, termination, or rescission of this Agreement or any of the terms hereof, unless evidenced by a written
instrument delivered to the Trustee signed by the proper party or parties and, if the duties or rights of the Trustee are
affected, unless it shall give its prior written consent thereto;


 






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(g) 
Verify the correctness of the information set forth in the Registration Statement or to confirm or assure that any Business
Combination consummated by the Company or any other action taken by it is as contemplated by the Registration Statement;


 


(h) 
File local, state, and/or federal tax returns or information returns with any taxing authority on behalf of the Trust Account
or deliver payee statements to the Company documenting the taxes, if any, payable by the Company or the Trust Account, relating
to the income earned on the Property;


 


(i) 
Pay any taxes on behalf of the Trust Account (it being expressly understood that the Property shall not be used to pay any
such taxes and that such taxes, if any, shall be paid by the Company from funds not held in the Trust Account or released to it
under Section 2(a) hereof);


 


(j) 
Imply obligations, perform duties, inquire, or otherwise be subject to the provisions of any agreement or document other
than this agreement and that which is expressly set forth herein; or


 


(k) 
Verify calculations, qualify, or otherwise approve Company requests for distributions pursuant to Sections 1(i),
1(j) or 2(a) above.


 


5. 
Trust Account Waiver. The Trustee has no right of set-off or any right, title, interest or claim of any kind (“Claim”)
to, or to any monies in, the Trust Account, and hereby irrevocably waives any Claim to, or to any monies in, the Trust Account
that it may have now or in the future. In the event the Trustee has any Claim against the Company under this Agreement, including,
without limitation, under Section 3(b) or Section 3(c) hereof, the Trustee shall pursue such Claim solely against
the Company and its assets outside the Trust Account and not against the Property or any monies in the Trust Account.


 


6. Termination. This Agreement shall terminate as follows:




 


(a) 
If the Trustee gives written notice to the Company that it desires to resign under this Agreement, the Company shall use
its reasonable efforts to locate a successor trustee during which time the Trustee shall act in accordance with this Agreement.
At such time that the Company notifies the Trustee that a successor trustee has been appointed by the Company and has agreed to
become subject to the terms of this Agreement, the Trustee shall transfer the management of the Trust Account to the successor
trustee, including but not limited to the transfer of copies of the reports and statements relating to the Trust Account, whereupon
this Agreement shall terminate; provided, however, that, in the event that the Company does not locate a successor trustee within
ninety (90) days of receipt of the resignation notice from the Trustee, the Trustee may submit an application to have the Property
deposited with any court in the State of New York or with the United States District Court for the Southern District of New York
and upon such deposit, the Trustee shall be immune from any liability whatsoever; or


 


(b) 
At such time that the Trustee has completed the liquidation of the Trust Account in accordance with the provisions of Section
1(i) hereof, and distributed the Property in accordance with the provisions of the Termination Letter, this Agreement shall
terminate except with respect to Section 3(b) and Section 5.


 


7. Miscellaneous.




 


(a) 
The Company and the Trustee will each restrict access to confidential information relating to funds being transferred to
or from the Trust Account to authorized persons. Each party must notify the other party immediately if it has reason to believe
unauthorized persons may have obtained access to such information, or of any change in its authorized personnel. In executing funds
transfers, the Trustee will rely upon all information supplied to it by the Company, including account names, account numbers,
and all other identifying information relating to a beneficiary, beneficiary’s bank, or intermediary bank. The Trustee shall
not be liable for any loss, liability, or expense resulting from any error in the information supplied to it or funds transferred
based on such information.


 






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(b) 
This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of New York, without
giving effect to conflicts of law principles that would result in the application of the substantive laws of another jurisdiction.
The parties hereto consent to the jurisdiction and venue of any state or federal court located in the City of New York, Borough
of Manhattan, for purposes of resolving any disputes hereunder. As to any claim, cross-claim, or counterclaim in any way relating
to this Agreement, each party waives the right to trial by jury.


 


(c) 
This Agreement may be executed in several original or facsimile counterparts, each one of which shall constitute an original,
and together shall constitute but one instrument.


 


(d) 
This Agreement contains the entire agreement and understanding of the parties hereto with respect to the subject matter
hereof. Except for Sections 1(i) and 1(j) (which may not be amended under any circumstances), this Agreement or any
provision hereof may only be changed, amended, or modified by a writing signed by each of the parties hereto; provided, however,
that no such change, amendment or modification may be made without the prior written consent of the Representative. The Trustee
may require from Company counsel an opinion as to the propriety of any proposed amendment.


 


(e) 
Any notice, consent or request to be given in connection with any of the terms or provisions of this Agreement shall be
in writing and shall be sent by express mail or similar private courier service, by certified mail (return receipt requested),
by hand delivery, by email or by facsimile transmission:


 


if to the Trustee, to:


 


Continental Stock Transfer & Trust Company


1 State Street, 30th floor


New York, New York 10004


Attn: Francis Wolf and Celeste Gonzalez


Email: fwolf@continentalstock.com


Email: cgonzalez@continentalstock.com


 


if to the Company, to:


 


Brilliant Acquisition Corporation


99 Dan
Ba Road, C-9


Putuo District, Shanghai


People’s Republic of China 200062


Fax No.: (        )
       -       


Attn: Dr. Peng Jiang


Email: lion@cnisun.com


 


in either case with
a copy (which copy shall not constitute notice) to:


 


EarlyBirdCapital, Inc.


366 Madison Avenue, 8th Floor


New York, NY 10017


Attn: Steven Levine


E-mail: slevine@ebccap.com


 


and


 


Graubard Miller


The Chrysler Building


405 Lexington Avenue


New York, New York 10174


Attn: David Alan
Miller, Esq.


E-mail: dmiller@graubard.com


 






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And


 


RAITI, PLLC


1345 Avenue of the Americas


New York, NY
10105


Fax No.: (646) 916-1404


Attn: Warren A. Raiti, Esq.


Email: wraiti@raitipllc.com


 


 (f) This Agreement may not be assigned by the Trustee without the prior consent of the Company.




 


(g) 
Each of the Trustee and the Company hereby represents that it has the full right and power and has been duly authorized
to enter into this Agreement and to perform its respective obligations as contemplated hereunder.


 


(h) 
Each of the Company and the Trustee hereby acknowledge that the Representative is a third party beneficiary of this Agreement.


 


[signature page follows]


 






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IN WITNESS
WHEREOF, the parties have duly executed this Investment Management Trust Agreement as of the date first written above.


 


	 	CONTINENTAL STOCK TRANSFER & TRUST COMPANY, as Trustee
	 	 	 
	 	By:	
	 	Name:	
	 	Title:	
	 	 	 
	 	BRILLIANT ACQUISITION CORPORATION
	 	 	 
	 	By:	/s/ Dr. Peng Jiang
	 	Name:	Dr. Peng Jiang
	 	Title:	Chief Executive Officer




 






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IN WITNESS
WHEREOF, the parties have duly executed this Investment Management Trust Agreement as of the date first written above.


 


	 	CONTINENTAL STOCK TRANSFER & TRUST COMPANY, as Trustee
	 	 	 
	 	By:	/s/ Francis Wolf
	 	Name:	Francis Wolf
	 	Title:	Vice President
	 	 	 
	 	BRILLIANT ACQUISITION CORPORATION
	 	 	 
	 	By:	
	 	Name:	
	 	Title:	




 






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SCHEDULE A


 


	Fee Item	 	Time and method of payment	 	Amount	 
	Initial acceptance fee	 	Initial closing of IPO by wire transfer	 	$	3,500.00	 
	Annual fee	 	First year, initial closing of IPO by wire transfer; thereafter on the anniversary of the effective date of the IPO by wire transfer or check	 	$	10,000.00	 
	Transaction processing fee for disbursements to Company under Section 2	 	Deduction by Trustee from accumulated income following disbursement made to Company under Section 2	 	$	250.00	 
	Paying Agent services as required pursuant to section 1(i) and 1(j)	 	Billed to Company upon delivery of service pursuant to section 1(i) and 1(j)	 	 	Prevailing rates	 





 






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EXHIBIT A


 


[Letterhead
of Company]


 


[Insert date]


 


Continental
Stock Transfer & Trust Company


1
State Street, 30th floor New York, New York 10004


Attn: Francis Wolf and Celeste Gonzalez


 


Re:
Trust Account No. [             ] - Termination Letter


 


Dear Mr. Wolf and Ms. Gonzalez:


 


Pursuant
to Section 1(i) of the Investment Management Trust Agreement between Brilliant Acquisition Corporation (“Company”)
and Continental Stock Transfer & Trust Company, dated as of [            ], 2020 (“Trust Agreement”),
this is to advise you that the Company has entered into an agreement with [                     ] to consummate a business
combination (“Business Combination”) on or about [      ]. The Company shall notify you at least
48 hours in advance of the actual date of the consummation of the Business Combination (“Consummation Date”).
Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Trust Agreement.


 


In
accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate the Trust Account investments and to transfer
the proceeds to the Trust Account at J.P. Morgan Chase Bank, N.A. to the effect that, on the Consummation Date, all of funds held
in the Trust Account will be immediately available for transfer to the account or accounts that the Company shall direct on the
Consummation Date. It is acknowledged and agreed that while the funds are on deposit in the trust account awaiting distribution,
the Company will not earn any interest or dividends.


 


On
the Consummation Date (i) counsel for the Company shall deliver to you written notification that the Business Combination has
been consummated and (ii) the Company shall deliver to you (a) [an affidavit] [a certificate] of [             ], which verifies
the vote of the Company’s stockholders in connection with the Business Combination if a vote is held and (b) joint written
instructions from the Company and the Representative with respect to the transfer of the funds held in the Trust Account (“Instruction
Letter”). You are hereby directed and authorized to transfer the funds held in the Trust Account immediately upon your
receipt of the counsel’s letter and the Instruction Letter, in accordance with the terms of the Instruction Letter. In the
event that certain deposits held in the Trust Account may not be liquidated by the Consummation Date without penalty, you will
notify the Company of the same and the Company shall direct you as to whether such funds should remain in the Trust Account and
distributed after the Consummation Date to the Company. Upon the distribution of all the funds in the Trust Account pursuant to
the terms hereof, your obligations under the Trust Agreement shall be terminated.


 


In
the event that the Business Combination is not consummated on the Consummation Date described in the notice thereof and we have
not notified you on or before the original Consummation Date of a new Consummation Date, then upon receipt by the you of written
instructions from the Company, the funds held in the Trust Account shall be reinvested as provided in the Trust Agreement on the
business day immediately following the Consummation Date as set forth in the notice.


 


	AGREED TO AND ACKNOWLEDGED BY	 
	 	 	 
	EARLYBIRDCAPITAL, INC.	 
	 	 	 
	By:	                                	 
	Name:  	 	 
	Title:	 	 
	Date:	 	 




  






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EXHIBIT
B


 


[Letterhead
of Company]


 


[Insert date]


 


Continental
Stock Transfer & Trust Company


1 State Street, 30th floor


New
York, New York 10004


Attn:
Francis Wolf and Celeste Gonzalez


 


Re:
Trust Account No. [              ] - Termination Letter


 


Dear
Mr. Wolf and Ms. Gonzalez:


 


Pursuant
to Section 1(i) of the Investment Management Trust Agreement between Brilliant Acquisition Corporation (“Company”)
and Continental Stock Transfer & Trust Company, dated as of                  , 2020 (“Trust Agreement”), this
is to advise you that the Company has been unable to effect a Business Combination with a Target Company within the time frame
specified in the Company’s Amended and Restated Memorandum and Articles of Association, as described in the Company’s
prospectus relating to its IPO. Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the
Trust Agreement.


 


In
accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate the Trust Account and to transfer the total
proceeds of the Trust to the Trust Account at J.P. Morgan Chase Bank, N.A. to await distribution to the Public Shareholders. The
Company has selected [                   , 20 ] as the date for when the Public Shareholders will be entitled to receive their share
of the liquidation proceeds. It is acknowledged that while the funds are on deposit in the Trust Account awaiting distribution,
the Company will not earn any interest or dividends. You agree to be the Paying Agent of record and in your separate capacity
as Paying Agent, to distribute said funds directly to the Public Shareholders in accordance with the terms of the Trust Agreement
and the Amended and Restated Memorandum and Articles of Association of the Company. Upon the distribution of all the funds in
the Trust Account, your obligations under the Trust Agreement shall be terminated.


 


	BRILLIANT
    ACQUISITION CORPORATION	 
	 	 	 
	By:	                       	 
	Name:  	 	 
	Title:	 	 
	Date:	 	 


 


cc:
EarlyBirdCapital, Inc.


 






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EXHIBIT
C


 


[Letterhead
of Company]


 


[Insert date]


 


Continental
Stock Transfer & Trust Company 1 State Street, 30th floor


New York, New York 10004


Attn:
Francis Wolf and Celeste Gonzalez


 


Re:
Trust Account No. [              ] – Amendment Notification Letter


 


Dear
Mr. Wolf and Ms. Gonzalez:


 


Reference
is made to the Investment Management Trust Agreement between Brilliant Acquisition Corporation (“Company”)
and Continental Stock Transfer & Trust Company, dated as of                               , 2020 (“Trust Agreement”). Capitalized
words used herein and not otherwise defined shall have the meanings ascribed to them in the Trust Agreement.


 


Pursuant
to Section 1(j) of the Trust Agreement, this is to advise you that the Company has sought an Amendment. Accordingly, in
accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate a sufficient portion of the Trust
Account and to transfer $                  of
the total proceeds of the Trust to the Trust Account at J.P. Morgan Chase Bank, N.A. to await distribution to the Public
Shareholders that have requested conversion of their shares in connection with such Amendment. The remaining funds shall be
reinvested by you as previously instructed.


 


	BRILLIANT
    ACQUISITION CORPORATION	 
	 	 	 
	By:
     	                                 	 
	Name:   	 	 
	Title:	 	 
	Date:	 	 


 


cc:
EarlyBirdCapital, Inc.


 






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EXHIBIT
D


 


[Letterhead
of Company]


 


[Insert date]


 


Continental
Stock Transfer & Trust Company


1 State Street, 30th floor


New
York, New York 10004


Attn:
Francis Wolf and Celeste Gonzalez


 


Re:
Trust Account No. [                  ]


 


Dear
Mr. Wolf and Ms. Gonzalez:


 


Pursuant
to Section 2(a) of the Investment Management Trust Agreement between Brilliant Acquisition Corporation (“Company”)
and Continental Stock Transfer & Trust Company, dated as of [                 ], 20[      ] (“Trust Agreement”),
the Company hereby requests that you deliver to the Company [$             ] of the interest income earned on the Property as of
the date hereof. The Company needs such funds to pay for its tax obligations as a result of such interest income.


 


In
accordance with the terms of the Trust Agreement, you are hereby directed and authorized to transfer (via wire transfer) such
funds promptly upon your receipt of this letter to the Company’s operating account at:


 


[WIRE
INSTRUCTION INFORMATION]


 


	BRILLIANT
    ACQUISITION CORPORATION	 
	 	 	 
	By:
     	                                    	 
	Name:  	 	 
	Title:	 	 
	Date:	 	 


 


cc:
EarlyBirdCapital, Inc.


 


 


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