Common use of Purchase Option Clause in Contracts

Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between (i) the closing of the Business combination and (ii) five (5) years from the Effective Date and the day immediately prior to the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent (115%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the Common Stock and the Rights included in the Representative’s Units (the “Representative’s Rights”) and the shares of Common Stock issuable pursuant to the terms of the Representative’s Rights are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 4 contracts

Samples: Underwriting Agreement (Mountain Crest Acquisition Corp.), Underwriting Agreement (Mountain Crest Acquisition Corp.), Underwriting Agreement (Mountain Crest Acquisition Corp.)

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Purchase Option. As additional consideration, the The Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Effective Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 700,000 units (the “Representative’s Units”) for an aggregate purchase price of $100.00100. Each of the Representative’s Units is identical to the Firm Units, including the warrants constituting the Units to purchase Common Stock (sometimes referred to as the “Representative’s Warrants”). The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between (i) commencing on the closing later of the consummation of a Business combination Combination and (ii) five (5) years one year from the Effective Date and expiring on the day immediately prior to five-year anniversary of the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, Effective Date at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent 10.00 (115%) 125% of the initial public offering price of a Unit), and may be exercised on a cashless basis. The Representative’s Purchase Option, the Representative’s Units, the Common Stock and the Rights included in contained within the Representative’s Units (Units, the Representative’s Rights”) Warrants and the shares of Common Stock issuable pursuant to the terms upon exercise of the Representative’s Rights Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option Securities during the first 180 days year after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 3 contracts

Samples: Underwriting Agreement (TM Entertainment & Media, Inc.), Underwriting Agreement (TM Entertainment & Media, Inc.), Underwriting Agreement (TM Entertainment & Media, Inc.)

Purchase Option. As additional consideration, the The Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Date an option (“Representative’s Purchase Option”) for the to purchase of up to an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 375,000 units (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between (i) the closing of the Business combination and (ii) five (5) years commencing twelve months from the Effective Date and expiring on the day immediately prior to five-year anniversary of the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, Effective Date at an initial exercise price per Representative’s Unit of $11.5025.00, which is equal to one hundred and fifteen twenty-five percent (115125%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the Common Stock Ordinary Shares (the “Representative’s Shares”) and the Rights Warrants (the “Representative’s Warrants”) included in the Representative’s Units (the “Representative’s Rights”) and the shares of Common Stock Ordinary Shares issuable pursuant to the terms upon exercise of the Representative’s Rights Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 3 contracts

Samples: Underwriting Agreement (Korea Milestone Acquisition CORP), Underwriting Agreement (Korea Milestone Acquisition CORP), Underwriting Agreement (Korea Milestone Acquisition CORP)

Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its their designees) on the Closing Effective Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 1,750,000 units (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between commencing the later of (i) the closing of the Business combination and Combination, or (ii) six (6) months from the Effective Date, and expiring on the earlier of five (5) years from the Effective Date and the day immediately prior to the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.5012.00, which is equal to one hundred and fifteen twenty percent (115120%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the shares of Common Stock and the Rights Warrants included in the Representative’s Units (the “Representative’s RightsWarrants”) and the shares of Common Stock issuable pursuant to the terms upon exercise of the Representative’s Rights Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 3 contracts

Samples: Underwriting Agreement (Trident Acquisitions Corp.), Underwriting Agreement (Trident Acquisitions Corp.), Underwriting Agreement (Trident Acquisitions Corp.)

Purchase Option. As additional consideration, the The Company hereby agrees to issue and sell to the Representative (and/or its their designees) on the Closing Date an option (“Representative’s Purchase Option”) for the to purchase of up to an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 280,000 units (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between (i) commencing on the closing later of the consummation of a Business combination and (ii) five (5) years Combination or six months from the Effective Date and expiring on the day immediately prior to five-year anniversary of the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, Effective Date at an initial exercise price per Representative’s Unit of $11.5010.00, which is equal to one hundred and fifteen twenty-five percent (115125%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the Common Stock Ordinary Shares (the “Representative’s Shares”) and the Rights Warrants (the “Representative’s Warrants”) included in the Representative’s Units (the “Representative’s Rights”) and the shares of Common Stock Ordinary Shares issuable pursuant to the terms upon exercise of the Representative’s Rights Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 3 contracts

Samples: Underwriting Agreement (Hambrecht Asia Acquisition Corp.), Underwriting Agreement (Hambrecht Asia Acquisition Corp.), Underwriting Agreement (Hambrecht Asia Acquisition Corp.)

Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative Chardan and I-Bankers (and/or its their designees) on the Closing Effective Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 250,000 units (the “Representative’s Units”) for an aggregate purchase price of $100.00. Each of the Underwriters acknowledges that only Chardan and I-Bankers shall receive Representative’s Purchase Option. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between commencing the later of (i) the closing of the Business combination and Combination, or (ii) six (6) months from the Effective Date, and expiring on the earlier of five (5) years from the Effective Date and the day immediately prior to the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.5012.00, which is equal to one hundred and fifteen percent (115%) 120% of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the Common Stock and the Rights Warrants included in the Representative’s Units (the “Representative’s RightsWarrants”) and the shares of Common Stock issuable pursuant to the terms of the Representative’s Rights Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative Representative, on behalf of itself and I-Bankers, understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 2 contracts

Samples: Underwriting Agreement (EdtechX Holdings Acquisition Corp.), Underwriting Agreement (EdtechX Holdings Acquisition Corp.)

Purchase Option. As additional consideration, the The Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Effective Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 625,000 units (the “Representative’s Units”) for an aggregate purchase price of $100.00100. Each of the Representative’s Units is identical to the Firm Units including the warrants constituting the Units to purchase Common Stock (sometimes referred to as the “Representative’s Warrants”) except that the exercise price for the Representative’s Warrants is $6.71 per share. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between (i) commencing on the closing later of the consummation of a Business combination Combination and (ii) five (5) years one year from the Effective Date and expiring on the day immediately prior to five-year anniversary of the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, Effective Date at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent 9.60 (115%) 120% of the initial public offering price of a Unit) and may be exercised on a cashless basis. The Representative’s Purchase Option, the Representative’s Units, the Common Stock and the Rights included in contained within the Representative’s Units (Units, the Representative’s Rights”) Warrants and the shares of Common Stock issuable pursuant to the terms upon exercise of the Representative’s Rights Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option Securities during the first 180 days year after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 2 contracts

Samples: Underwriting Agreement (Camden Learning CORP), Underwriting Agreement (Camden Learning CORP)

Purchase Option. As additional consideration, the The Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Effective Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 475,000 units (the “Representative’s Units”) for an aggregate purchase price of $100.00100. Each of the Representative’s Units is identical to the Firm Units. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between (i) commencing on the closing later of the consummation of a Business combination Combination and (ii) five (5) years one year from the Effective Date and expiring on the day immediately prior to five-year anniversary of the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, Effective Date at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent (115%) of the initial public offering price of a Unit10.00. The Representative’s Purchase Option, the Representative’s Units, the Common Stock and the Rights Warrants included in the Representative’s Units (the “Representative’s RightsWarrants”) and the shares of Common Stock Shares issuable pursuant to the terms upon exercise of the Representative’s Rights Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days year after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 2 contracts

Samples: Underwriting Agreement (Symphony Acquisition Corp.), Underwriting Agreement (Staccato Acquisition Corp.)

Purchase Option. As additional consideration, the The Company hereby agrees to issue and sell to the Representative Representatives (and/or its their designees) on the Closing Effective Date an option (“Representative’s Representatives’ Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 450,000 units (the Representative’s Representatives’ Units”) for an aggregate purchase price of $100.00100. Each of the Representatives’ Units is identical to the Firm Units except that the redeemable warrants included in the Representatives’ Units have an exercise price per share of $6.60 (sometimes referred to as the “Representatives’ Warrants”). The Representative’s Representatives’ Purchase Option shall will be exercisable, in whole or in part, at any time between (i) commencing on the closing one-year anniversary of the Business combination and (ii) five (5) years from the Effective Date and expiring on the day immediately prior to five-year anniversary of the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, Effective Date at an initial exercise price per Representative’s Representatives’ Unit of $11.50, which is equal to one hundred and fifteen percent 10.00 (115%) 125% of the initial public offering price of a Unit) and may be exercised on a cashless basis. The Representative’s Representatives’ Purchase Option, the Representative’s Representatives’ Units, the Common Stock Ordinary Shares contained within the Representatives’ Units, the Representatives’ Warrants and the Rights included in the Representative’s Units (the “Representative’s Rights”) and the shares of Common Stock Ordinary Shares issuable pursuant to the terms upon exercise of the Representative’s Rights Warrants are hereinafter referred to collectively as the “Representative’s Representatives’ Securities.” The Public Securities and the Representative’s Representatives’ Securities are hereinafter referred to collectively as the “Securities.” The Representative understands Representatives understand and agrees agree that there are significant restrictions against transferring the Representative’s Purchase Option Representatives’ Securities during the first 180 days year after the Effective Date, as set forth in Section 3 of the Representative’s Representatives’ Purchase Option.

Appears in 2 contracts

Samples: Underwriting Agreement (Infinity I-China Acquisition CORP), Underwriting Agreement (Infinity I-China Acquisition CORP)

Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 600,000 units (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between (i) the closing of the Business combination and (ii) five (5) years from the Effective Date and date of commencement of sales of the day immediately prior to the day on which the Company and all of its successors have been dissolvedOffering, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent (115%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the shares of Common Stock and the Rights included in the Representative’s Units (the “Representative’s Rights”) and the shares of Common Stock issuable pursuant to the terms of the Representative’s Rights are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days after the Effective Datedate of commencement of sales of the offering, as set forth in Section 3 of the Representative’s Purchase OptionOption and that all Representative’s Securities will be subject to compliance with FINRA Rule 5110(e) and (g).

Appears in 2 contracts

Samples: Underwriting Agreement (Welsbach Technology Metals Acquisition Corp.), Underwriting Agreement (Welsbach Technology Metals Acquisition Corp.)

Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 375,000 units, or 345,000 431,250 Units if the over-allotment option is exercised in full (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between commencing the later of (i) the closing of the Business combination and Combination, or (ii) six (6) months from the Effective Date, and expiring on the earlier of five (5) years from the Effective Date and the day immediately prior to the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent (115%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the Common Stock and Ordinary Shares, the Rights included in the Representative’s Units (the “Representative’s Rights”) and the shares of Common Stock Warrants included in the Representative’s Units (the “Representative’s Warrants”) and the Ordinary Shares issuable pursuant to the terms of the Representative’s Rights and the Representative’s Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 2 contracts

Samples: Underwriting Agreement (Wealthbridge Acquisition LTD), Underwriting Agreement (Wealthbridge Acquisition LTD)

Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 275,000 units, or 345,000 316,250 Units if the over-allotment option is exercised in full (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between (i) the closing of the Business combination Combination, and (ii) five (5) years from the Effective Date and the day immediately prior to the day on which the Company and all of its successors have been dissolvedDate, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent (115%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the Common Stock and Ordinary Shares, the Rights included in the Representative’s Units (the “Representative’s Rights”) and the shares of Common Stock Warrants included in the Representative’s Units (the “Representative’s Warrants”) and the Ordinary Shares issuable pursuant to the terms of the Representative’s Rights and the Representative’s Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 2 contracts

Samples: Underwriting Agreement (Newborn Acquisition Corp), Underwriting Agreement (Newborn Acquisition Corp)

Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its their designees) on the Closing Effective Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 250,000 units (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between commencing the later of (i) the closing of the Business combination and Combination, or (ii) six months from the Effective Date, and expiring on the earlier of five (5) years from the Effective Date and the day immediately prior to the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.50, which is equal 10.50. The Representative’s Units are identical to one hundred and fifteen percent (115%) of the initial public offering price of a UnitUnits. The Representative’s Purchase Option, the Representative’s Units, the Rights associated therewith, and the shares of Common Stock included in the Representative’s Units and the shares of Common Stock issuable upon exercise of the Rights included in the Representative’s Units (the “Representative’s Rights”) and the shares of Common Stock issuable pursuant to the terms of the Representative’s Rights Units, are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 one hundred eighty (180) days after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 2 contracts

Samples: Underwriting Agreement (Atlantic Acquisition Corp.), Underwriting Agreement (Atlantic Acquisition Corp.)

Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 240,000 units (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between commencing the later of (i) the closing of the Business combination and Combination, or (ii) six (6) months from the Effective Date, and expiring five (5) years from the Effective Date and the day immediately prior to the day on which the Company and all of its successors have been dissolvedDate, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.5011.00, which is equal to one hundred and fifteen ten percent (115110%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the Common Stock Ordinary Shares and the Rights Warrants included in the Representative’s Units (the “Representative’s RightsWarrants”) and the shares of Common Stock Ordinary Shares issuable pursuant to the terms of the Representative’s Rights Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 2 contracts

Samples: Underwriting Agreement (Greencity Acquisition Corp), Underwriting Agreement (Greencity Acquisition Corp)

Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative Representatives (and/or its their designees) on the Closing Effective Date an option (“Representative’s Representatives’ Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 315,000 units (the “Representative’s Representatives’ Units”) for an aggregate purchase price of $100.00. The Representative’s Representatives’ Purchase Option shall be exercisable, in whole or in part, at any time between commencing on the six (i6) the closing month anniversary date of the Business combination Effective Date and (ii) expiring on the five (5) years from year anniversary date of the Effective Date and the day immediately prior to the day on which the Company and all of its successors have been dissolvedDate, for cash or on a cashless basis, at an initial exercise price per Representative’s Representatives’ Unit of $11.5010.00, which is equal to one hundred and fifteen twenty-five percent (115125%) of the initial public offering price of a Unit. The Representative’s Representatives’ Purchase Option, the Representative’s Representatives’ Units, the shares of Common Stock and the Rights Warrants included in the Representative’s Representatives’ Units (the “Representative’s RightsRepresentatives’ Warrants”) and the shares of Common Stock issuable pursuant to the terms upon exercise of the Representative’s Rights Representatives’ Warrants are hereinafter referred to collectively as the “Representative’s Representatives’ Securities.” The Public Securities and the Representative’s Representatives’ Securities are hereinafter referred to collectively as the “Securities.” The Representative understands Representatives understand and agrees agree that there are significant restrictions against transferring the Representative’s Representatives’ Purchase Option during the first 180 days six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Representatives’ Purchase Option.

Appears in 2 contracts

Samples: Underwriting Agreement (BBV Vietnam S.E.A. Acquisition Corp.), Underwriting Agreement (BBV Vietnam S.E.A. Acquisition Corp.)

Purchase Option. As additional consideration, the The Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Effective Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 1,000,000 units (the “Representative’s Units”) for an aggregate purchase price of $100.00100. Each of the Representative’s Units is identical to the Firm Units, including the warrants constituting the Units to purchase Common Stock (sometimes referred to as the “Representative’s Warrants”). The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between (i) commencing on the closing later of the consummation of a Business combination Combination and (ii) five (5) years one year from the Effective Date and expiring on the day immediately prior to five-year anniversary of the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, Effective Date at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent 12.50 (115%) 125% of the initial public offering price of a Unit), and may be exercised on a cashless basis. The Representative’s Purchase Option, the Representative’s Units, the Common Stock and the Rights included in contained within the Representative’s Units (Units, the Representative’s Rights”) Warrants and the shares of Common Stock issuable pursuant to the terms upon exercise of the Representative’s Rights Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option Securities during the first 180 days year after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 2 contracts

Samples: Underwriting Agreement (International Brands Management Group LTD), Underwriting Agreement (International Brands Management Group LTD)

Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its their designees) on the Closing Effective Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 500,000 units, or 345,000 Units up to 575,000 units if the overOver-allotment option is exercised in full (the “Representative’s Units”) ), for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between (i) commencing on the closing of the Business combination Combination and (ii) expiring five (5) years from the Effective Date and the day immediately prior to the day on which the Company and all of its successors have been dissolvedDate, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent (115%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the Common Stock and Class A Shares included in the Representative’s Units, the Rights included in the Representative’s Units (the “Representative’s Rights”) and the shares of Common Stock Warrants included in the Representative’s Units (the “Representative’s Warrants”) and the Class A Shares issuable pursuant to the terms of the Representative’s Rights and the Representative’s Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 2 contracts

Samples: Underwriting Agreement (UTXO Acquisition Inc.), Underwriting Agreement (UTXO Acquisition Inc.)

Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 500,000 units (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between commencing the later of (i) the closing of the Business combination and Combination, or (ii) six (6) months from the Effective Date, and expiring on the earlier of five (5) years from the Effective Date and the day immediately prior to the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent (115%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the Common Stock and Ordinary Shares, the Rights included in the Representative’s Units (the “Representative’s Rights”) and the shares of Common Stock Ordinary Shares issuable pursuant to the terms of the Representative’s Rights are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 2 contracts

Samples: Underwriting Agreement (Alberton Acquisition Corp), Underwriting Agreement (Alberton Acquisition Corp)

Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 50,000 units (the “Representative’s Units”) for an aggregate purchase price of $100.00100.00 (or up to 57,500 units if the over-allotment is exercised in full). The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between (i) the closing of the Business combination and (ii) five (5) years from the Effective Date and date of commencement of sales of the day immediately prior to the day on which the Company and all of its successors have been dissolvedOffering, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent (115%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the shares of Common Stock and the Rights included in the Representative’s Units (the “Representative’s Rights”) and the shares of Common Stock issuable pursuant to the terms of the Representative’s Rights are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days after the Effective Datedate of commencement of sales of the offering, as set forth in Section 3 of the Representative’s Purchase OptionOption and that all Representative’s Securities will be subject to compliance with FINRA Rule 5110(e) and (g).

Appears in 2 contracts

Samples: Underwriting Agreement (Hudson Acquisition I Corp.), Underwriting Agreement (Hudson Acquisition I Corp.)

Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its their designees) on the Closing Effective Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 276,000 units (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between (i) commencing on the closing first anniversary of the Business combination Effective Date, and (ii) five (5) years from expiring on the fifth anniversary of the Effective Date and the day immediately prior to the day on which the Company and all of its successors have been dissolvedDate, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.5011.00, which is equal to one hundred and fifteen ten percent (115110%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the Common Stock and Ordinary Shares, the Rights included in the Representative’s Units (the “Representative’s Rights”) and the shares of Common Stock Warrants included in the Representative’s Units (the “Representative’s Warrants”) and the Ordinary Shares issuable pursuant to the terms of the Representative’s Rights and the Representative’s Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days six months after the Effective Date, as set forth in [Section 3 3] of the Representative’s Purchase Option.

Appears in 1 contract

Samples: Underwriting Agreement (AGBA Acquisition LTD)

Purchase Option. As additional consideration, the The Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Effective Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 450,000 units (the “Representative’s Units”) for an aggregate purchase price of $100.00100. Each of the Representative’s Units is identical to the Firm Units including the warrants constituting the Units to purchase Common Stock (sometimes referred to as the “Representative’s Warrants”). The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between (i) commencing on the closing later of the consummation of a Business combination Combination and (ii) five (5) years one year from the Effective Date and expiring on the day immediately prior to five-year anniversary of the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, Effective Date at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent 8.80 (115%) 110% of the initial public offering price of a Unit) and may be exercised on a cashless basis. The Representative’s Purchase Option, the Representative’s Units, the Common Stock and the Rights included in contained within the Representative’s Units (Units, the Representative’s Rights”) Warrants and the shares of Common Stock issuable pursuant to the terms upon exercise of the Representative’s Rights Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option Securities during the first 180 days year after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 1 contract

Samples: Underwriting Agreement (Camden Learning CORP)

Purchase Option. As additional consideration, the The Company hereby agrees to issue and sell to the Representative (and/or its designees) ), on the Closing Date Effective Date, an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 200,000 units (the “Representative’s Units”) for an aggregate purchase price of $100.00. Each of the Representative’s Units is identical to the Firm Units and the Warrants included in the Representative’s Units have an exercise price of $5.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between (i) commencing on the closing later of the consummation of a Business combination and (ii) five (5) years Combination or one year from the Effective Date and expiring on the day immediately prior to five-year anniversary of the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, Effective Date at an initial exercise price per Representative’s Unit of $11.5010.00, which is equal to one hundred and fifteen twenty-five percent (115125%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the shares of Common Stock and the Rights Warrants included in the Representative’s Units (the “Representative’s RightsWarrants”) and the shares of Common Stock issuable pursuant to the terms upon exercise of the Representative’s Rights Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days year after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 1 contract

Samples: Underwriting Agreement (Industrial Services Acquisition Corp.)

Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its their designees) on the Closing Effective Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 280,000 units (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between commencing the later of (i) the closing consolidation of each series of the Business combination and Company’s ordinary shares into one class of ordinary shares after consummation of an acquisition transaction, post-acquisition tender offer or post-acquisition automatic trust liquidation, as the case may be, or (ii) six months from the Effective Date, and expiring on the earlier of five (5) years from the Effective Date and the day immediately prior to the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.5012.00, which is equal to one hundred and fifteen twenty percent (115120%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the Common Stock Ordinary Shares and the Rights Warrants included in the Representative’s Units (the “Representative’s RightsWarrants”) and the shares of Common Stock Ordinary Shares issuable pursuant to the terms upon exercise of the Representative’s Rights Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 1 contract

Samples: Underwriting Agreement (CIS Acquisition Ltd.)

Purchase Option. As additional consideration, the The Company hereby agrees to issue and sell to the Representative (and/or its their designees) on the Closing Effective Date an option (“Representative’s Purchase Option”"REPRESENTATIVE'S PURCHASE OPTION") for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 210,000 units (the “Representative’s Units”"REPRESENTATIVE'S UNITS") for an aggregate purchase price of $100.00. Each of the Representative's Units is identical to the Firm Units and the Warrants included in the Representative's Units have an exercise price of $11.00. The Representative’s 's Purchase Option shall be exercisable, in whole or in part, at any time between (i) commencing on the closing later of the consummation of a Business combination and Combination or eighteen (ii18) five (5) years months from the Effective Date and expiring on the day immediately prior to five-year anniversary of the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, Effective Date at an initial exercise price per Representative’s 's Unit of $11.5011.00, which is equal to one hundred and fifteen ten percent (115110%) of the initial public offering price of a Unit. The Representative’s 's Purchase Option, the Representative’s 's Units, the shares of Common Stock and the Rights Warrants included in the Representative’s 's Units (the “Representative’s Rights”"REPRESENTATIVE'S WARRANTS") and the shares of Common Stock issuable pursuant to the terms upon exercise of the Representative’s Rights 's Warrants are hereinafter referred to collectively as the “Representative’s Securities"REPRESENTATIVE'S SECURITIES." The Public Securities and the Representative’s 's Securities are hereinafter referred to collectively as the “Securities"SECURITIES.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days after the Effective Date" Maxim Group LLC _________________, as set forth in Section 3 2007 Page 5 of the Representative’s Purchase Option.50

Appears in 1 contract

Samples: Underwriting Agreement (Alpha Security Group CORP)

Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full units (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between (i) commencing on the closing of the Business combination Combination, and (ii) expiring five (5) years from the Effective Date and the day immediately prior to the day on which the Company and all of its successors have been dissolvedDate, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent (115%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the Common Stock and Stock, the Rights Warrants included in the Representative’s Units (the “Representative’s RightsWarrants”) and the shares of Common Stock issuable pursuant to the terms of the Representative’s Rights Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 1 contract

Samples: Underwriting Agreement (Abri SPAC I, Inc.)

Purchase Option. As additional consideration, the The Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Date an option (“Representative’s Purchase Option”) for the to purchase of up to an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 375,000 units (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between (i) the closing of the Business combination and (ii) five (5) years commencing twelve months from the Effective Date and expiring on the day immediately prior to five-year anniversary of the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, Effective Date at an initial exercise price per Representative’s Unit of $11.5025.00, which is equal to one hundred and fifteen twenty-five percent (115125%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the Common Stock Ordinary Shares (the “Representative’s Shares”) and the Rights Warrants (the “Representative’s Warrants”) included in the Representative’s Units (the “Representative’s Rights”) and the shares of Common Stock Ordinary Shares issuable pursuant to the terms upon exercise of the Representative’s Rights Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days after the Effective DateBroadband Capital Management LLC _________ __, as set forth in Section 3 of the Representative’s Purchase Option.2008

Appears in 1 contract

Samples: Underwriting Agreement (Korea Milestone Acquisition CORP)

Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, units (or 345,000 Units units if the over-allotment option Overallotment Option is exercised in full full) (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between (i) commencing on the closing of the Business combination Combination, and (ii) expiring five (5) years from the Effective Date and the day immediately prior to the day on which the Company and all of its successors have been dissolvedDate, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent (115%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the Common Stock and Stock, the Rights Warrants included in the Representative’s Units (the “Representative’s RightsWarrants”) and the shares of Common Stock issuable pursuant to the terms of the Representative’s Rights Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 1 contract

Samples: Underwriting Agreement (Abri SPAC I, Inc.)

Purchase Option. As additional consideration, the The Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Effective Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 900,000 units (the “Representative’s Units”) for an aggregate purchase price of $100.00100. Each of the Representative’s Units is identical to the Firm Units, including the warrants constituting the Units to purchase Common Stock (sometimes referred to as the “Representative’s Warrants”). The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between (i) commencing on the closing later of the consummation of a Business combination Combination and (ii) five (5) years one year from the Effective Date and expiring on the day immediately prior to five-year anniversary of the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, Effective Date at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent 10.00 (115%) 125% of the initial public offering price of a Unit), and may be exercised on a cashless basis. The Representative’s Purchase Option, the Representative’s Units, the Common Stock and the Rights included in contained within the Representative’s Units (Units, the Representative’s Rights”) Warrants and the shares of Common Stock issuable pursuant to the terms upon exercise of the Representative’s Rights Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option Securities during the first 180 days year after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 1 contract

Samples: Underwriting Agreement (TM Entertainment & Media, Inc.)

Purchase Option. As additional consideration, the The Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Effective Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 1,250,000 units (the “Representative’s Units”) for an aggregate purchase price of $100.00100. Each of the Representative’s Units is identical to the Firm Units, including the warrants constituting the Units to purchase Common Stock (sometimes referred to as the “Representative’s Warrants”). The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between (i) commencing on the closing later of the consummation of a Business combination Combination and (ii) five (5) years one year from the Effective Date and expiring on the day immediately prior to five-year anniversary of the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, Effective Date at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent 10.00 (115%) 125% of the initial public offering price of a Unit), and may be exercised on a cashless basis. The Representative’s Purchase Option, the Representative’s Units, the Common Stock and the Rights included in contained within the Representative’s Units (Units, the Representative’s Rights”) Warrants and the shares of Common Stock issuable pursuant to the terms upon exercise of the Representative’s Rights Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option Securities during the first 180 days year after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 1 contract

Samples: Underwriting Agreement (International Brands Management Group LTD)

Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its their designees) on the Closing Effective Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 400,000 units (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between commencing the later of (i) the closing of the Business combination and Combination, or (ii) six months from the Effective Date, and expiring on the earlier of five (5) years from the Effective Date and the day immediately prior to the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.5012.00, which is equal to one hundred and fifteen twenty percent (115120%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the Rights, the shares of Common Stock and the Rights Warrants included in the Representative’s Units (the “Representative’s RightsWarrants”) and the shares of Common Stock issuable pursuant to the terms upon exercise of the Representative’s Rights Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 1 contract

Samples: Underwriting Agreement (Jensyn Acquisition Corp.)

Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, 250,000 (or 345,000 Units up to 287,500 if the over-allotment option is exercised in full full) units (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between (i) commencing 12 months from the closing Effective Date, and expiring on the earlier of the Business combination and (ii) five (5) years from the Effective Date commencement of sales of the public offering and the day immediately prior to the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent (115%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the Common Stock and Ordinary Shares, the Rights included in the Representative’s Units (the “Representative’s Rights”) and the shares of Common Stock Ordinary Shares issuable pursuant to the terms of the Representative’s Rights are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first a period of 180 days after immediately following the Effective Datecommencement of sales in this offering pursuant to Rule 5110(e)(1) of FINRA’s Rules, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 1 contract

Samples: Underwriting Agreement (UK Wisdom LTD)

Purchase Option. As additional consideration, the The Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Date an option ("Representative’s 's Purchase Option") for the purchase of up to an aggregate of 300,000 units, or units plus an additional number of units equal to five percent (5%) of the Option Units purchased by the Underwriters pursuant to Section 1.2 hereof up to a maximum of 345,000 Units if the over-allotment option is exercised in full units (the “"Representative’s 's Units") for an aggregate purchase price of $100.00100. Each of the Representative's Units is identical to the Firm Units except that the Warrants included in the Representative's Units ("Representative's Warrants") have an exercise price of $7.98 (one hundred thirty percent (133%) of the exercise price of the Warrants included in the Firm Units sold to the public). The Representative’s 's Purchase Option shall be exercisable, in whole or in part, at any time between commencing on the later of (i) the closing of the Business combination and (ii) five (5) years one year from the Effective Date and (ii) the day immediately prior to consummation of a Business Combination and expiring on the day on which five-year anniversary of the Company and all of its successors have been dissolved, for cash or on a cashless basis, Effective Date at an initial exercise price per Representative’s 's Unit of $11.5010.00, which is equal to one hundred and fifteen twenty five percent (115125%) of the initial public offering price of a Firm Unit. The Representative’s 's Purchase Option, the Representative’s 's Units, the Common Stock and the Rights included in the Representative’s Units (the “Representative’s Rights”) 's Warrants and the shares of Common Stock issuable pursuant to the terms upon exercise of the Representative’s Rights 's Warrants are hereinafter referred to collectively as the "Representative’s 's Securities." The Public Securities and the Representative’s 's Securities are hereinafter referred to collectively as the "Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option."

Appears in 1 contract

Samples: Warrant Agreement (Treehouse Partners CORP)

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Purchase Option. As additional consideration, the The Company hereby agrees to issue and sell to the Representative (and/or its their designees) on the Closing Effective Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 175,000 units (the “Representative’s Units”) for an aggregate purchase price of $100.00. Each of the Representative’s Units is identical to the Firm Units and the Warrants included in the Representative’s Units have an exercise price of $6.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between (i) commencing on the closing later of the consummation of a Business combination and (ii) five (5) years Combination or one year from the Effective Date and expiring on the day immediately prior to five-year anniversary of the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, Effective Date at an initial exercise price per Representative’s Unit of $11.508.80, which is equal to one hundred and fifteen ten percent (115110%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the shares of Common Stock and the Rights Warrants included in the Representative’s Units (the “Representative’s RightsWarrants”) and the shares of Common Stock issuable pursuant to the terms upon exercise of the Representative’s Rights Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days year after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 1 contract

Samples: Underwriting Agreement (Affinity Media International Corp.,)

Purchase Option. As additional consideration, the The Company hereby agrees to issue and sell to the Representative (and/or its designees) ), on the Closing Date Effective Date, an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 225,000 units (the “Representative’s Units”) for an aggregate purchase price of $100.00. Each of the Representative’s Units is identical to the Firm Units and the Warrants included in the Representative’s Units have an exercise price of $5.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between (i) commencing on the closing later of the consummation of a Business combination and (ii) five (5) years Combination or one year from the Effective Date and expiring on the day immediately prior to five-year anniversary of the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, Effective Date at an initial exercise price per Representative’s Unit of $11.508.80, which is equal to one hundred and fifteen ten percent (115110%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the shares of Common Stock and the Rights Warrants included in the Representative’s Units (the “Representative’s RightsWarrants”) and the shares of Common Stock issuable pursuant to the terms upon exercise of the Representative’s Rights Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days year after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 1 contract

Samples: Underwriting Agreement (Industrial Services Acquisition Corp.)

Purchase Option. As additional consideration, the The Company hereby agrees to issue and sell to the Representative (and/or its their designees) on the Closing Effective Date an option (“Representative’s Purchase Option”"REPRESENTATIVE'S PURCHASE OPTION") for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 210,000 units (the “Representative’s Units”"REPRESENTATIVE'S UNITS") for an aggregate purchase price of $100.00. Each of the Representative's Units is identical to the Firm Units and the Warrants included in the Representative's Units have an exercise price of $7.50. The Representative’s 's Purchase Option shall be exercisable, in whole or in part, at any time between (i) commencing on the closing later of the consummation of a Business combination and Combination or eighteen (ii18) five (5) years months from the Effective Date and expiring on the day immediately prior to five-year anniversary of the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, Effective Date at an initial exercise price per Representative’s 's Unit of $11.5011.00, which is equal to one hundred and fifteen ten percent (115110%) of the initial public offering price of a Unit. The Representative’s 's Purchase Option, the Representative’s 's Units, the shares of Common Stock and the Rights Warrants included in the Representative’s 's Units (the “Representative’s Rights”"REPRESENTATIVE'S WARRANTS") and the shares of Common Stock issuable pursuant to the terms upon exercise of the Representative’s Rights 's Warrants are hereinafter referred to collectively as the “Representative’s Securities"REPRESENTATIVE'S SECURITIES." The Public Securities and the Representative’s 's Securities are hereinafter referred to collectively as the “Securities"SECURITIES.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days after the Effective Date" Maxim Group LLC _________________, as set forth in Section 3 2007 Page 5 of the Representative’s Purchase Option.50

Appears in 1 contract

Samples: Underwriting Agreement (Alpha Security Group CORP)

Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its their designees) on the Closing Effective Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 390,000 units (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between commencing the later of (i) the closing of the Business combination and Combination, or (ii) six months from the Effective Date, and expiring on the earlier of five (5) years from the Effective Date and the day immediately prior to the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.5012.00, which is equal to one hundred and fifteen twenty percent (115120%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the Rights, the shares of Common Stock and the Rights Warrants included in the Representative’s Units (the “Representative’s RightsWarrants”) and the shares of Common Stock issuable pursuant to the terms upon exercise of the Representative’s Rights Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 1 contract

Samples: Underwriting Agreement (Jensyn Acquisition Corp.)

Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its their designees) on the Closing Effective Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 200,000 units (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between commencing the later of (i) the closing of the Business combination and Combination, or (ii) one year from the Effective Date, and expiring on the earlier of five (5) years from the Effective Date and the day immediately prior to the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent (115%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the shares of Common Stock and the Rights Warrants included in the Representative’s Units (the “Representative’s RightsWarrants”) and the shares of Common Stock issuable pursuant to the terms upon exercise of the Representative’s Rights Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 1 contract

Samples: Underwriting Agreement (Stellar Acquisition III Inc.)

Purchase Option. As additional consideration, the The Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Effective Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 450,000 units (the “Representative’s Units”) for an aggregate purchase price of $100.00100. Each of the Representative’s Units is identical to the Firm Units, including the warrants constituting the Units to purchase Common Stock (sometimes referred to as the “Representative’s Warrants”). The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between (i) commencing on the closing later of the consummation of a Business combination Combination and (ii) five (5) years one year from the Effective Date and expiring on the day immediately prior to five-year anniversary of the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, Effective Date at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent 10.00 (115%) 125% of the initial public offering price of a Unit), and may be exercised on a cashless basis. The Representative’s Purchase Option, the Representative’s Units, the Common Stock and the Rights included in contained within the Representative’s Units (Units, the Representative’s Rights”) Warrants and the shares of Common Stock issuable pursuant to the terms upon exercise of the Representative’s Rights Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option Securities during the first 180 days year after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 1 contract

Samples: Underwriting Agreement (FMG Acquisition Corp)

Purchase Option. As additional consideration, the The Company hereby agrees to issue and sell to the Representative (and/or its their designees) on the Closing Effective Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 192,500 units (the “Representative’s Units”) for an aggregate purchase price of $100.00. Each of the Representative’s Units is identical to the Firm Units and the Warrants included in the Representative’s Units have an exercise price of $5.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between (i) commencing on the closing later of the consummation of a Business combination and (ii) five (5) years Combination or one year from the Effective Date and expiring on the day immediately prior to five-year anniversary of the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, Effective Date at an initial exercise price per Representative’s Unit of $11.506.60, which is equal to one hundred and fifteen ten percent (115110%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the shares of Common Stock and the Rights Warrants included in the Representative’s Units (the “Representative’s RightsWarrants”) and the shares of Common Stock issuable pursuant to the terms upon exercise of the Representative’s Rights Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days year after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 1 contract

Samples: Underwriting Agreement (Affinity Media International Corp.,)

Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its their designees) on the Closing Effective Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 220,000 units (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between commencing the later of (i) the closing of the Business combination and Combination, or (ii) six (6) months from the Effective Date, and expiring on the earlier of five (5) years from the Effective Date and the day immediately prior to the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent (115%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the Common Stock and Ordinary Shares, the Rights included in the Representative’s Units (the “Representative’s Rights”) and the shares of Common Stock Warrants included in the Representative’s Units (the “Representative’s Warrants”) and the Ordinary Shares issuable pursuant to the terms of the Representative’s Rights and the Representative’s Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 1 contract

Samples: Underwriting Agreement (Tottenham Acquisition I LTD)

Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its their respective designees) on the Closing Effective Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 280,000 Units if the over-allotment option is exercised in full (the “Representative’s Units”), or such lesser number allowed by the Financial Industry Regulatory Authority, (the “FINRA”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between commencing the later of (i) the closing of the Business combination and (ii) five (5) years eighteen months from the Effective Date and (ii) the day immediately prior to the day on which consummation by the Company and all of its successors have been dissolved, for cash or a Business Combination expiring on a cashless basis, the five-year anniversary of the Effective Date at an initial exercise price per Representative’s Unit of $11.5011.00, which is equal to one hundred and fifteen ten percent (115110%) of the initial public offering price of a Unit, or at such higher price as allowed by the FINRA. The Representative’s Purchase Option, the Representative’s Units, the shares of Common Stock and the Rights Warrants included in the Representative’s Units (the “Representative’s RightsWarrants”) and the shares of Common Stock issuable pursuant to the terms upon exercise of the Representative’s Rights Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days period eighteen months after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 1 contract

Samples: Underwriting Agreement (China Resources Ltd.)

Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its their designees) on the Closing Effective Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 220,000 units (the “Representative’s Units”) for an aggregate purchase price of $100.00. Each of the Underwriters acknowledges that only the Representative shall receive the Deferred Underwriting Commission. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between commencing the later of (i) the closing of the Business combination and Combination, or (ii) six (6) months from the Effective Date, and expiring on the earlier of five (5) years from the Effective Date and the day immediately prior to the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent (115%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the Common Stock and Ordinary Shares, the Rights included in the Representative’s Units (the “Representative’s Rights”) and the shares of Common Stock Warrants included in the Representative’s Units (the “Representative’s Warrants”) and the Ordinary Shares issuable pursuant to the terms of the Representative’s Rights and the Representative’s Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 1 contract

Samples: Underwriting Agreement (Tottenham Acquisition I LTD)

Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units units if the over-allotment option is exercised in full (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between commencing the later of (i) the closing of the Business combination and Combination, or (ii) six (6) months from the Effective Date, and expiring on the earlier of five (5) years from the Effective Date and the day immediately prior to the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent (115%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the Common Stock and Ordinary Shares, the Rights included in the Representative’s Units (the “Representative’s Rights”) and the shares of Common Stock Warrants included in the Representative’s Units (the “Representative’s Warrants”) and the Ordinary Shares issuable pursuant to the terms of the Representative’s Rights and the Representative’s Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 1 contract

Samples: Underwriting Agreement (8i Enterprises Acquisition Corp.)

Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 450,000 units, or 345,000 517,500 Units if the over-allotment option is exercised in full (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between commencing the later of (i) the closing of the Business combination and Combination, or (ii) six (6) months from the Effective Date, and expiring on the earlier of five (5) years from the Effective Date and the day immediately prior to the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent (115%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the Common Stock and Ordinary Shares, the Rights included in the Representative’s Units (the “Representative’s Rights”) and the shares of Common Stock Warrants included in the Representative’s Units (the “Representative’s Warrants”) and the Ordinary Shares issuable pursuant to the terms of the Representative’s Rights and the Representative’s Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 1 contract

Samples: Underwriting Agreement (Wealthbridge Acquisition LTD)

Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, units (or 345,000 Units units if the over-allotment option is exercised in full full) (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between commencing the later of (i) the closing of the Business combination and Combination, or (ii) six (6) months from the Effective Date, and expiring on the earlier of five (5) years from the Effective Date and the day immediately prior to the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent (115%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the Common Stock and Ordinary Shares, the Rights included in the Representative’s Units (the “Representative’s Rights”) and the shares of Common Stock Warrants included in the Representative’s Units (the “Representative’s Warrants”) and the Ordinary Shares issuable pursuant to the terms of the Representative’s Rights and the Representative’s Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 1 contract

Samples: Underwriting Agreement (8i Enterprises Acquisition Corp.)

Purchase Option. As additional consideration, the The Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Effective Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 500,000 units (the “Representative’s Units”) for an aggregate purchase price of $100.00100. Each of the Representative’s Units is identical to the Firm Units, including the warrants constituting the Units to purchase Common Stock (sometimes referred to as the “Representative’s Warrants”). The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between (i) commencing on the closing later of the consummation of a Business combination Combination and (ii) five (5) years one year from the Effective Date and expiring on the day immediately prior to five-year anniversary of the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, Effective Date at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent 12.50 (115%) 125% of the initial public offering price of a Unit), and may be exercised on a cashless basis. The Representative’s Purchase Option, the Representative’s Units, the Common Stock and the Rights included in contained within the Representative’s Units (Units, the Representative’s Rights”) Warrants and the shares of Common Stock issuable pursuant to the terms upon exercise of the Representative’s Rights Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option Securities during the first 180 days year after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 1 contract

Samples: Underwriting Agreement (International Brands Management Group LTD)

Purchase Option. As additional consideration, the The Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Effective Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 750,000 units (the “Representative’s Units”) for an aggregate purchase price of $100.00100. Each of the Representative’s Units is identical to the Firm Units, including the warrants constituting the Units to purchase Common Stock (sometimes referred to as the “Representative’s Warrants”). The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between (i) commencing on the closing later of the consummation of a Business combination Combination and (ii) five (5) years one year from the Effective Date and expiring on the day immediately prior to five-year anniversary of the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, Effective Date at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent 12.50 (115%) 125% of the initial public offering price of a Unit), and may be exercised on a cashless basis. The Representative’s Purchase Option, the Representative’s Units, the Common Stock and the Rights included in contained within the Representative’s Units (Units, the Representative’s Rights”) Warrants and the shares of Common Stock issuable pursuant to the terms upon exercise of the Representative’s Rights Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option Securities during the first 180 days year after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 1 contract

Samples: Underwriting Agreement (International Brands Management Group LTD)

Purchase Option. As additional consideration, the The Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Effective Date an option ("Representative’s 's Purchase Option") for the purchase of up to an aggregate of 300,000 units, or units plus an additional number of units equal to five percent (5%) of the Option Units purchased by the Underwriters pursuant to Section 1.2 hereof up to a maximum of 345,000 Units if the over-allotment option is exercised in full units (the “"Representative’s 's Units") for an aggregate purchase price of $100.00100. Each of the Representative's Units is identical to the Firm Units except that the Warrants included in the Representative's Units ("Representative's Warrants") have an exercise price of $6.65 (one hundred thirty percent (133%) of the exercise price of the Warrants included in the Firm Units sold to the public). The Representative’s 's Purchase Option shall be exercisable, in whole or in part, at any time between commencing on the later of (i) the closing of the Business combination and (ii) five (5) years one year from the Effective Date and (ii) the day immediately prior to consummation of a Business Combination and expiring on the day on which five-year anniversary of the Company and all of its successors have been dissolved, for cash or on a cashless basis, Effective Date at an initial exercise price per Representative’s 's Unit of $11.507.50, which is equal to one hundred and fifteen twenty five percent (115125%) of the initial public offering price of a Unit. The Representative’s 's Purchase Option, the Representative’s 's Units, the Common Stock and the Rights included in the Representative’s Units (the “Representative’s Rights”) 's Warrants and the shares of Common Stock issuable pursuant to the terms upon exercise of the Representative’s Rights 's Warrants are hereinafter referred to collectively as the "Representative’s 's Securities." The Public Offering Securities and the Representative’s 's Securities are hereinafter referred to collectively as the "Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option."

Appears in 1 contract

Samples: Warrant Agreement (TC Acquisition Corp.)

Purchase Option. As additional consideration, the The Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Effective Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 156,250 units (the “Representative’s Units”) for an aggregate purchase price of $100.00. Each of the Representative’s Units is identical to the Firm Units. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between (i) commencing on the closing later of the consummation of a Business combination and (ii) five (5) years Combination or six months from the Effective Date and expiring on the day immediately prior to five-year anniversary of the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, Effective Date at an initial exercise price per Representative’s Unit of $11.508.80, which is equal to one hundred and fifteen ten percent (115110%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the shares of Common Stock and the Rights Warrants included in the Representative’s Units (the “Representative’s RightsWarrants”) and the shares of Common Stock issuable pursuant to the terms upon exercise of the Representative’s Rights Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days six months after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 1 contract

Samples: Underwriting Agreement (Pinpoint Advance CORP)

Purchase Option. As additional consideration, the The Company hereby agrees to issue and sell to the Representative (and/or its their designees) on the Closing Effective Date an option (“Representative’s Purchase Option”"REPRESENTATIVE'S PURCHASE OPTION") for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 105,000 units (the “Representative’s Units”"REPRESENTATIVE'S UNITS") for an aggregate purchase price of $100.00. Each of the Representative's Units is identical to the Firm Units and the Warrants included in the Representative's Units have an exercise price of $7.50. The Representative’s 's Purchase Option shall be exercisable, in whole or in part, at any time between (i) commencing on the closing later of the consummation of a Business combination and Combination or twenty-four (ii24) five (5) years months from the Effective Date and expiring on the day immediately prior to five-year anniversary of the day on which the Company and all of its successors have been dissolved, for cash or on a cashless basis, Effective Date at an initial exercise price per Representative’s 's Unit of $11.5011.00, which is equal to one hundred and fifteen ten percent (115110%) of the initial public offering price of a Unit. The Representative’s 's Purchase Option, the Representative’s 's Units, the shares of Common Stock and the Rights Warrants included in the Representative’s 's Units (the “Representative’s Rights”"REPRESENTATIVE'S WARRANTS") and the shares of Common Stock issuable pursuant to the terms upon exercise of the Representative’s Rights 's Warrants are hereinafter referred to collectively as the “Representative’s Securities"REPRESENTATIVE'S SECURITIES." The Public Securities and the Representative’s 's Securities are hereinafter referred to collectively as the “Securities"SECURITIES.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days after the Effective Date" Maxim Group LLC _________________, as set forth in Section 3 2007 Page 5 of the Representative’s Purchase Option.50

Appears in 1 contract

Samples: Underwriting Agreement (Alpha Security Group CORP)

Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, 360,000 units (or 345,000 Units 414,000 units if the over-allotment option Overallotment Option is exercised in full full) (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between (i) commencing on the closing of the Business combination Combination, and (ii) expiring five (5) years from the Effective Date and the day immediately prior to the day on which the Company and all of its successors have been dissolvedDate, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent (115%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the Common Stock and Stock, the Rights Warrants included in the Representative’s Units (the “Representative’s Warrants”), the Rights included in the Representative’s Units (the Representative’s Rights”) and the shares of Common Stock issuable pursuant to the terms of the Representative’s Warrants and with respect to the Representative’s Rights are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first 180 days six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 1 contract

Samples: Underwriting Agreement (Abri SPAC 2, Inc.)

Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its their designees) on the Closing Effective Date an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 300,000 units, or 345,000 Units if the over-allotment option is exercised in full 500,000 units (the “Representative’s Units”) ), for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, at any time between (i) commencing on the closing of the Business combination Combination and (ii) expiring five (5) years from the Effective Date and date of commencement of sales in the day immediately prior to the day on which the Company and all of its successors have been dissolvedOffering, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent (115%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the Common Stock Class A Shares included in the Representative’s Units and the Rights included in the Representative’s Units (the “Representative’s Rights”) and the shares of Common Stock Class A Shares issuable pursuant to the terms of the Representative’s Rights are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first period of 180 days after beginning on the Effective Datedate of commencement of sales of the Offering, as set forth in Section 3 of the Representative’s Purchase Option.

Appears in 1 contract

Samples: Underwriting Agreement (UTXO Acquisition Inc.)

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