Adjustment of Founder’s Warrants. (i) If the underwriters with respect to the Initial Public Offering do not exercise the over-allotment option granted to them by the Company, the number of Founder’s Units necessary to ensure that the aggregate amount of Founder’s Shares held by the Founding Stockholder and any Permitted Transferee does not exceed 20% of the issued and outstanding Common Stock of the Company upon consummation of the Initial Public Offering shall be immediately forfeited to the Company by their holders. The Company will not make any cash Table of Contents payment to the Founding Stockholder or any Permitted Transferee in respect of any such adjustment. (ii) If the number of Units offered to the public in connection with the Initial Public Offering is increased or decreased, the Founder’s Units (including the Founder’s Units subject to forfeiture) will be adjusted in the same proportion as the increase or decrease of the Units offered to the public in order to ensure that the aggregate amount of Founder’s Shares held by the Founding Stockholder and any Permitted Transferee does not fall below or exceed 20% of the issued and outstanding Common Stock of the Company upon consummation of the Initial Public Offering (including any shares of Common Stock issued pursuant to the underwriter’s over-allotment option). The Company will not make or receive any cash payment to or from the Founding Stockholder or any Permitted Transferees in respect of any such adjustment. (iii) Any additional Units, shares of Common Stock and Warrants the Founding Stockholder or any of its Permitted Transferees may hold pursuant to (ii) above shall be deemed to be Founder’s Units, Founder’s Shares and Founder’s Warrants hereunder and any such Warrants (A) shall be subject to the transfer restrictions and adjustment provisions set forth in this Agreement with respect thereto, and (B) shall bear the legend set forth in this Agreement with respect thereto.
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Samples: Warrant Agreement (HCM Acquisition CO), Warrant Agreement (HCM Acquisition CO), Warrant Agreement (HCM Acquisition CO)
Adjustment of Founder’s Warrants. (i) If the underwriters with respect to the Initial Public Offering do not exercise the over-allotment option granted to them by the Company, the number of Founder’s 's Units necessary to ensure that the aggregate amount of Founder’s Shares held by the Founding Stockholder and any Permitted Transferee does not exceed 20% of the issued and outstanding Common Stock of the Company upon consummation of the Initial Public Offering shall be immediately forfeited to the Company by their holders. The Company will not make any cash Table of Contents payment to the Founding Stockholder or any Permitted Transferee in respect of any such adjustment.
(ii) If the number of Units offered to the public in connection with the Initial Public Offering is increased or decreased, the Founder’s Units (including the Founder’s Units subject to forfeiture) will be adjusted in the same proportion as the increase or decrease of the Units offered to the public in order to ensure that the aggregate amount of Founder’s Shares held by the Founding Stockholder and any Permitted Transferee does not fall below or exceed 20% of the issued and outstanding Common Stock of the Company upon consummation of the Initial Public Offering (including any shares of Common Stock issued pursuant to the underwriter’s over-allotment option). The Company will not make or receive any cash payment to or from the Founding Stockholder or any Permitted Transferees in respect of any such adjustment.
(iii) Any additional Units, shares of Common Stock and Warrants the Founding Stockholder or any of its Permitted Transferees may hold pursuant to (ii) above shall be deemed to be Founder’s Units, Founder’s Shares and Founder’s Warrants hereunder and any such Warrants (A) shall be subject to the transfer restrictions and adjustment provisions set forth in this Agreement with respect thereto, and (B) shall bear the legend set forth in this Agreement with respect thereto.
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Adjustment of Founder’s Warrants. (i) If the underwriters with respect to the Initial Public Offering do not exercise in full the over-allotment option granted to them by the CompanyCompany or if such underwriters terminate such option before it is fully exercised, the number of Founder’s Units Warrants necessary to ensure that the aggregate amount of outstanding Founder’s Shares held by the Founding Stockholder and any Permitted Transferee Warrants does not exceed 20% of the issued and outstanding Common Stock of the Company Public Warrants upon consummation of the Initial Public Offering shall be immediately forfeited to the Company by their holdersthe Founding Stockholders (and, upon such forfeiture, such Warrants shall be deemed to no longer be outstanding), and the Company will deliver to the Warrant Agent the certificates evidencing the Warrants so forfeited and the Warrant Agent shall cancel such certificates. The Company will not make any cash Table of Contents payment to the Founding Stockholder Holders or any Permitted Transferee Stockholders in respect of any such adjustment.
(ii) If the number of Units offered to the public in connection with the Initial Public Offering is increased or decreased, the Founder’s Units Warrants (including the Founder’s Units Warrants subject to forfeiture) will be adjusted in the same proportion as the increase or decrease of the Units offered to the public in order to ensure that the aggregate amount of outstanding Founder’s Shares held by the Founding Stockholder and any Permitted Transferee Warrants does not fall below or exceed 20% of the issued and outstanding Common Stock of the Company Public Warrants upon consummation of the Initial Public Offering (including any shares of Common Stock issued pursuant to the underwriter’s over-allotment option). The Company will not make or receive any cash payment to or from the Founding Stockholder Holders or any Permitted Transferees in respect of any such adjustment.
(iii) Any additional Units, shares of Common Stock and Warrants the Founding Stockholder or any of its Permitted Transferees may hold issued pursuant to (ii) above shall be deemed to be Founder’s Units, Founder’s Shares and Founder’s Warrants hereunder and any such Warrants (A) shall be subject to the transfer restrictions and adjustment provisions set forth in this Agreement with respect thereto, and (B) shall bear the legend legends set forth in this Agreement with respect thereto.
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Adjustment of Founder’s Warrants. (i) If the underwriters with respect to the Initial Public Offering do not exercise the over-allotment option granted to them by the Company, the number of Founder’s Units necessary to ensure that the aggregate amount of Founder’s Shares held by the Founding Stockholder and any Permitted Transferee does not exceed 20% of the issued and outstanding Common Stock of the Company upon consummation of the Initial Public Offering shall be immediately forfeited to the Company by their holders. The Company will not make any cash Table of Contents payment to the Founding Stockholder or any Permitted Transferee in respect of any such adjustment.
(ii) If the number of Units offered to the public in connection with the Initial Public Offering is increased or decreased, the Founder’s Units (including the Founder’s Units subject to forfeiture) will be adjusted in the same proportion as the increase or decrease of the Units offered to the public in order to ensure that the aggregate amount of Founder’s Shares held by the Founding Stockholder and any Permitted Transferee does not fall below or exceed 20% of the issued and outstanding Common Stock of the Company upon consummation of the Initial Public Offering (including any shares of Common Stock issued pursuant to the underwriter’s over-allotment option). The Company will not make or receive any cash payment to or from the Founding Stockholder or any Permitted Transferees in respect of any such adjustment.
(iii) Any additional Units, shares of Common Stock and Warrants the Founding Stockholder or any of its Permitted Transferees may hold pursuant to (ii) above shall be deemed to be Founder’s Units, Founder’s Shares and Founder’s Warrants hereunder and any such Warrants (A) shall be subject to the transfer restrictions and adjustment provisions set forth in this Agreement with respect thereto, and (B) shall bear the legend set forth in this Agreement with respect thereto.
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Adjustment of Founder’s Warrants. (i) If the underwriters with respect to the Initial Public Offering do not exercise the over-allotment option granted to them by the Company, the number of Founder’s Founders’ Units necessary to ensure that the aggregate amount of Founder’s Founders’ Shares held by the Founding Stockholder Founders and any Permitted Transferee does not exceed 20% of the issued and outstanding Common Stock of the Company upon consummation of the Initial Public Offering shall be immediately forfeited to the Company by their holders. The Company will not make any cash Table of Contents payment to the Founding Stockholder Founders or any Permitted Transferee in respect of any such adjustment.
(ii) If the number of Units offered to the public in connection with the Initial Public Offering is increased or decreased, the Founder’s Founders’ Units (including the Founder’s Founders’ Units subject to forfeiture) will be adjusted in the same proportion as the increase or decrease of the Units offered to the public in order to ensure that the aggregate amount of Founder’s Founders’ Shares held by the Founding Stockholder Founders and any Permitted Transferee does not fall below or exceed 20% of the issued and outstanding Common Stock of the Company upon consummation of the Initial Public Offering (including any shares of Common Stock issued pursuant to the underwriter’s over-allotment option). The Company will not make or receive any cash payment to or from the Founding Stockholder Founders or any Permitted Transferees in respect of any such adjustment.
(iii) Any additional Units, shares of Common Stock and Warrants the Founding Stockholder Founders or any of its Permitted Transferees may hold pursuant to (ii) above shall be deemed to be Founder’s Founders’ Units, Founder’s Founders’ Shares and Founder’s Founders’ Warrants hereunder and any such Warrants (A) shall be subject to the transfer restrictions and adjustment provisions set forth in this Agreement with respect thereto, and (B) shall bear the legend set forth in this Agreement with respect thereto.
(iv) In the event that the Co-Investors fail to purchase an aggregate of 2,500,000 Units at a price of $10.00 ($25.0 million in the aggregate) in a private placement that will occur immediately prior to the consummation of the Initial Business Combination (the “Co-Investment”) pursuant to the terms of a Co-Investment Subscription Agreement between the Company and JLJ Partners and a Co-Investment Subscription Agreement between the Company and Sportswear Holdings Limited, each dated as of November 15, 2007, JLJ Partners shall sell and the Company shall buy all of the Founders’ Units owned by JLJ Partners for the same purchase price originally paid for them.
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Samples: Warrant Agreement (Global Brands Acquisition Corp.)
Adjustment of Founder’s Warrants. (i) 4.10.1 If the underwriters with respect to the Initial Public Offering do not exercise the over-allotment option granted to them by the Company, the number of Founder’s Units necessary to ensure that the aggregate amount of shares of Common Stock (the “Founder’s Shares Shares”) comprising such Units held by the Founding Stockholder Founder and any Permitted Transferee its permitted transferees does not exceed 20% of the issued and outstanding Common Stock of the Company upon consummation of the Initial Public Offering shall be immediately forfeited to the Company by their such holders. The Company will not make any cash Table of Contents payment to the Founding Stockholder Founder or any Permitted Transferee its permitted transferees in respect of any such adjustment.
(ii) 4.10.2 If the number of Units offered to the public in connection with the Initial Public Offering is increased or decreased, the Founder’s Units (including the Founder’s such Units subject to forfeiture) will be adjusted in the same proportion as the increase or decrease of the Units offered to the public in order to ensure that the aggregate amount of Founder’s Shares shares of Common Stock comprising Units held by the Founding Stockholder and any Permitted Transferee Founder or its permitted transferees does not fall below or exceed 20% of the issued and outstanding Common Stock of the Company upon consummation of the Initial Public Offering (including any shares of Common Stock issued pursuant to the underwriter’s over-allotment option). The Company will not make or receive any cash payment to or from the Founding Stockholder Founder or any Permitted Transferees its permitted transferees in respect of any such adjustment.
(iii) 4.10.3 Any additional Units, shares of Common Stock and Warrants the Founding Stockholder Founder or any of its Permitted Transferees may hold pursuant to (ii) Section 4.10.2 above shall be deemed to be Founder’s Units, Founder’s Shares and Founder’s Warrants hereunder and any such Warrants (A) shall be subject to the transfer restrictions and adjustment provisions set forth in this Agreement with respect thereto, and (B) shall bear the legend set forth in this Agreement with respect thereto.
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Adjustment of Founder’s Warrants. (i) If the underwriters with respect to the Initial Public Offering IPO do not exercise the over-allotment option granted to them by the CompanyCompany in full or at all, the number of Founder’s Founders’ Units necessary to ensure that the aggregate amount of Founder’s Shares Founders’ Common Stock held by the Founding Stockholder Founders and any Permitted Transferee does not exceed 2015% of the issued and outstanding Common Stock of the Company upon consummation (after giving effect to the IPO and including any shares of Common Stock issued pursuant to the Initial Public Offering underwriters over-allotment option) shall be immediately forfeited to the Company by their holders. The Company will not make any cash Table of Contents payment to the Founding Stockholder Founders or any Permitted Transferee in respect of any such adjustment.
(ii) . If the number of Units offered to the public in connection with the Initial Public Offering IPO is increased or decreased, the Founder’s Founders’ Units (including the Founder’s Founders’ Units subject to forfeiture) will be adjusted in the same proportion as the increase or decrease of the Units offered to the public in order to ensure that the aggregate amount of Founder’s Shares Founders’ Common Stock held by the Founding Stockholder Founders and any Permitted Transferee does not fall below or exceed 2015% of the issued and outstanding Common Stock of the Company upon consummation of (after giving effect to the Initial Public Offering (IPO and including any shares of Common Stock issued pursuant to the underwriter’s over-allotment option). The Company will not make or receive any cash payment to or from the Founding Stockholder Founders or any Permitted Transferees in respect of any such adjustment.
(iii) . Any additional Units, shares of Common Stock and Warrants the Founding Stockholder Founders or any of its Permitted Transferees may hold pursuant to (ii) above the preceding paragraph shall be deemed to be Founder’s Founders’ Units, Founder’s Shares Founders’ Common Stock and Founder’s Founders’ Warrants hereunder and any such Founders’ Warrants (A) shall be subject to the transfer restrictions and adjustment provisions set forth in this Agreement with respect thereto, and (B) shall bear the legend set forth in this Agreement with respect thereto.
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