Common use of Duration of Warrants Clause in Contracts

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 23 contracts

Samples: Warrant Agreement (Pine Technology Acquisition Corp.), Warrant Agreement (AltC Acquisition Corp.), Warrant Agreement (Pine Technology Acquisition Corp.)

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Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or any Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or any Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant in the event of or any Permitted Transferees with respect to a redemptionredemption pursuant to Section 6.1 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 23 contracts

Samples: Warrant Agreement (Athena Technology Acquisition Corp.), Warrant Agreement (Fortress Value Acquisition Corp. IV), Warrant Agreement (Forest Road Acquisition Corp. II)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant, except as set forth in Section 6 below) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption, except as set forth in Section 6 below) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 21 contracts

Samples: Warrant Agreement (Hennessy Capital Investment Corp. VI), Warrant Agreement (Hennessy Capital Investment Corp. VI), Warrant Agreement (Hennessy Capital Investment Corp. VI)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of (x) 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or its Permitted Transferees, 5:00 p.m., New York city time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or its Permitted Transferees) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant or its Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 13 contracts

Samples: Private Placement Warrants Purchase Agreement (Catalyst Partners Acquisition Corp.), Warrant Agreement (Catalyst Partners Acquisition Corp.), Warrant Agreement (Catalyst Partners Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: of (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), Combination and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of (x) 5:00 p.m., New York City time time, on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation (as amended, as amended supplemented or otherwise modified from time to time, the “Amended and Restated Memorandum and Articles of Association”), if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or its Permitted Transferees, 5:00 p.m., New York city time, on the Redemption Date (as defined below) as provided in Section 6.2 hereof 6.3 (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below3.3.2, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or a Working Capital Warrant then held by the Sponsor or its Permitted Transferees) in the event of a redemption (as set forth in Section 6 hereof6), each Warrant (other than a Private Placement Warrant or a Working Capital Warrant then held by the Sponsor Warrant or its Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City City, time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants; provided, andfurther, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 12 contracts

Samples: Warrant Agreement (HCM Acquisition Corp), Warrant Agreement (HCM Acquisition Corp), Warrant Agreement (HCM Acquisition Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant, except as set forth in Section 6 below) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption, except as set forth in Section 6 below) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 10 contracts

Samples: Warrant Agreement (Bilander Acquisition Corp.), Warrant Agreement (Bilander Acquisition Corp.), Warrant Agreement (Galliot Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier earliest to occur of: (wx) 5:00 P.M., New York City time, on the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or any of its Permitted Transferees, 5:00 P.M., New York City time, on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, ‎3.3.2 below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or any of its Permitted Transferees in the event of a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 6.1 hereof), Section 6.2 hereof) in the event of a redemption (as set forth in Section 6 ‎6 hereof), each outstanding Warrant (other than a Private Placement Warrant held by the Sponsor Warrant or any of its Permitted Transferees in the event of a redemptionredemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 6.1 hereof), Section 6.2 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The term “outstanding” as used in this Agreement with respect to any securities shall mean securities that are issued and outstanding. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 8 contracts

Samples: Warrant Agreement (Magnum Opus Acquisition LTD), Warrant Agreement (Magnum Opus Acquisition LTD), Warrant Agreement (Primavera Capital Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company Company’s trust account in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 8 contracts

Samples: Warrant Agreement (Hennessy Capital Acquisition Corp. III), Warrant Agreement (Hennessy Capital Acquisition Corp. III), Warrant Agreement (Hennessy Capital Acquisition Corp. III)

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

Appears in 8 contracts

Samples: Warrant Agreement (Future Tech II Acquisition Corp.), Warrant Agreement (Liberty Resources Acquisition Corp.), Warrant Agreement (Future Tech II Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s third amended and restated certificate of incorporationincorporation (the “Charter”), as amended from time to time, if the Company fails to consummate complete a Business Combination, and Combination or (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in or a Working Capital Warrant held by the event Sponsor, or any officers or directors of a redemptionthe Company, or their Permitted Transferees) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 7 contracts

Samples: Warrant Agreement (Kludein I Acquisition Corp), Warrant Agreement (Kludein I Acquisition Corp), Warrant Agreement (Recharge Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after from the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and or (y) other than with respect to the Private Placement Warrants, Working Capital Warrants, or the Extension Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant, Working Capital Warrant, or Extension Warrant held by the Sponsor Warrant or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 7 contracts

Samples: Warrant Agreement (OneMedNet Corp), Warrant Agreement (Northern Lights Acquisition Corp.), Warrant Agreement (Northern Lights Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is of thirty (30) days after from the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or other similar transaction, involving the Company and business combination with one or more businesses or entities (a “Business Combination”), ) (as described more fully in the Registration Statement) and (ii) the date that is twelve (12) months from the date of the closing of the Public Offering, and terminating on the earlier to occur of (Bi) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after from the date on which the Company completes consummates its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (yii) other than with respect to the Private Placement WarrantsWarrants and Working Capital Warrants then held by the initial recipients thereof or their respective Permitted Transferees with respect to a redemption pursuant to Section 6.1.1 hereof (an “Inapplicable Redemption”), at 5:00 p.m., New York City time on the Redemption Date (as defined below) Date, as provided in Section 6.2 hereof of this Agreement and (iii) the liquidation of the Company (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the $18.00 Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in or the event of a redemption $10.00 Redemption Price (as set forth in Section 6 hereofhereunder), as applicable (other than with respect to an Inapplicable Redemption), each Warrant (other than a Sponsor Private Warrant or Working Capital Warrant in the event of a redemptionan Inapplicable Redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, registered holders and, provided further that any such extension shall be identical in duration among applied consistently to all of the Warrants.

Appears in 6 contracts

Samples: Warrant Agreement (Advanced Merger Partners, Inc.), Warrant Agreement (Advanced Merger Partners, Inc.), Warrant Agreement (Advanced Merger Partners, Inc.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier earliest to occur of: (wx) 5:00 P.M., New York City time, on the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporation, association (as amended from time to time, the “Articles”), if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or any of its Permitted Transferees, 5:00 P.M., New York City time, on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or any of its Permitted Transferees in the event of a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 6.1 hereof), Section 6.2 hereof) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant held by the Sponsor Warrant or any of its Permitted Transferees in the event of a redemptionredemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 6.1 hereof), Section 6.2 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The term “outstanding” as used in this Agreement with respect to any securities shall mean securities that are issued and outstanding. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 6 contracts

Samples: Assignment, Assumption and Amendment Agreement (VinFast Auto Ltd.), Warrant Agreement Amendment (VinFast Auto Pte. Ltd.), Warrant Agreement (Black Spade Acquisition Co)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of (x) 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate a Business Combination, Combination and (yz) other than with respect to the Private Placement WarrantsWarrants and the Forward Purchase Warrants then held by the Sponsor or the Forward Purchasers thereof or their Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof or, if the last reported sale price of the Ordinary Shares for any twenty (20) trading days within the thirty (30) trading-day period ending on the third trading day prior to the date on which the notice of redemption is sent to the holders of the Warrants equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), or Section 6.2 hereof, 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or a Forward Purchase Warrant then held by the Sponsor or the Forward Purchasers thereof or their Permitted Transferees in connection with a redemption pursuant to Section 6.1 hereof or, if the last reported sales price of our Ordinary Shares for any twenty (20) trading days within a thirty (30) trading day period ending on the third trading day prior to the date on which we send the notice of redemption to the holders of the Warrants equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof), in the event of a redemption (as set forth in Section 6 6.1 and Section 6.2 hereof), each Warrant (other than with respect to a Private Placement Warrant or a Forward Purchase Warrant then held by the Sponsor Warrant or the Forward Purchasers thereof or their Permitted Transferees in connection with a redemption pursuant to Section 6.1 hereof or, if the event last reported sales price of our Ordinary Shares for any twenty (20) trading days within a redemptionthirty (30) trading day period ending on the third trading day prior to the date on which we send the notice of redemption to the holders of the Warrants equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 6 contracts

Samples: Warrant Agreement (TPG Pace Tech Opportunities Corp.), Warrant Agreement (TPG Pace Tech Opportunities Corp.), Warrant Agreement (TPG Pace Beneficial Finance Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier earliest to occur of: (wx) 5:00 P.M., New York City time, on the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or any of its Permitted Transferees, 5:00 P.M., New York City time, on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or any of its Permitted Transferees in the event of a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 6.1 hereof), Section 6.2 hereof) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant held by the Sponsor Warrant or any of its Permitted Transferees in the event of a redemptionredemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 6.1 hereof), Section 6.2 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The term “outstanding” as used in this Agreement with respect to any securities shall mean securities that are issued and outstanding. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 6 contracts

Samples: Warrant Agreement (Gateway Strategic Acquisition Co.), Warrant Agreement (Gateway Strategic Acquisition Co.), Warrant Agreement (Angel Pond Holdings Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporationincorporation (the “Charter”), as amended from time to time, if the Company fails to consummate complete a Business Combination, and Combination or (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor, I-Bankers, or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant or a Working Capital Warrant held by the Sponsor, I-Bankers, or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants. Notwithstanding the foregoing, the Expiration Date of the Private Placement Warrants held by I-Bankers shall not exceed five (5) years from the effective date of the Registration Statement.

Appears in 5 contracts

Samples: Warrant Agreement (Isleworth Healthcare Acquisition Corp.), Warrant Agreement (Isleworth Healthcare Acquisition Corp.), Warrant Agreement (Breeze Holdings Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further provided, further, that any such extension shall be identical in duration among all the Warrants.

Appears in 5 contracts

Samples: Warrant Agreement (Apollo Strategic Growth Capital II), Warrant Agreement (Apollo Strategic Growth Capital II), Warrant Agreement (Apollo Strategic Growth Capital II)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: of (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of: (x) at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company Company, in accordance with the Company’s certificate of incorporationCharter, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or its Permitted Transferee, as applicable, with respect to a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof (each an “Inapplicable Redemption”), at 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrantan Inapplicable Redemption)) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant or a Working Capital Warrant then held by the Sponsor Warrant or its Permitted Transferees, as applicable, in the event of a redemptionan Inapplicable Redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty thirty (2030) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 5 contracts

Samples: Warrant Agreement (Patria Latin American Opportunity Acquisition Corp.), Warrant Agreement (Patria Latin American Opportunity Acquisition Corp.), Warrant Agreement (Patria Latin American Opportunity Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) and, in either case, terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants held by the Sponsor, the Redemption Date (as defined below) as provided in Section 6.3 hereof, or (z) the Alternative Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or Working Capital Warrant then held by the Sponsor or its Permitted Transferees) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant or Working Capital Warrant then held by the Sponsor Warrant or its Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 5 contracts

Samples: Warrant Agreement (Belong Acquisition Corp.), Warrant Agreement (Belong Acquisition Corp.), Warrant Agreement (Belong Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier earliest to occur of: (wx) 5:00 P.M., New York City time, on the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or any of its Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section hereof), Section 6.2 hereof (each, an “Inapplicable Redemption”), 5:00 P.M., New York City time, on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrantan Inapplicable Redemption) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant held by the Sponsor Warrant or any of its Permitted Transferees in the event of a redemptionan Inapplicable Redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The term “outstanding” as used in this Agreement with respect to any securities shall mean securities that are issued and outstanding. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 4 contracts

Samples: Warrant Agreement (TLGY Acquisition Corp), Warrant Agreement (TLGY Acquisition Corp), Warrant Agreement (TLGY Acquisition Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “its initial Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company Company’s trust account in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate a an initial Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 4 contracts

Samples: Warrant Agreement (GigCapital2, Inc.), Warrant Agreement (GigCapital2, Inc.), Warrant Agreement (GigCapital2, Inc.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporationincorporation (the “Charter”), as amended from time to time, if the Company fails to consummate complete a Business Combination, and Combination or (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor, the Underwriter or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in or a Working Capital Warrant held by the event Sponsor, the Underwriter or any officers or directors of a redemptionthe Company, or their Permitted Transferees) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 4 contracts

Samples: Warrant Agreement (Z-Work Acquisition Corp.), Warrant Agreement (Z-Work Acquisition Corp.), Warrant Agreement (Mudrick Capital Acquisition Corp. II)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes an acquisition, engages in a merger, share exchange, asset acquisitionshare reconstruction and amalgamation or contractual control arrangement with, share purchasepurchases all or substantially all of the assets or, reorganization or engages in any other similar transaction, involving the Company and business combination with one or more businesses or entities (a “Business Combination”), and ) or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five three (53) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, or if the Company fails to consummate a Business CombinationCombination 18 months from the closing of the Offering (or 21 month of the closing of the Offering) if a definitive agreement is executed within 18 months from the closing of the Offering but a Business Combination has not been consummated within such period), and or (yz) other than with respect to the Private Placement Insider Warrants and the Repurchased Public Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement an Insider Warrant or Repurchased Public Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Insider Warrant or a Repurchased Public Warrants in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 4 contracts

Samples: Warrant Agreement (Infinity Cross Border Acquisition Corp), Warrant Agreement (Infinity Cross Border Acquisition Corp), Warrant Agreement (Infinity Cross Border Acquisition Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) and, in either case, terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement WarrantsWarrants held by the Sponsor, the Redemption Date (as defined below) as provided in Section 6.3 hereof, or (z) the Alternative Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or its Permitted Transferees) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant or its Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 4 contracts

Samples: Warrant Agreement (CENAQ Energy Corp.), Warrant Agreement (Yellowstone Acquisition Co), Warrant Agreement (Yellowstone Acquisition Co)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 4 contracts

Samples: Warrant Agreement (Crescent Acquisition Corp), Warrant Agreement (Crescent Acquisition Corp), Warrant Agreement (Crescent Funding Inc.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes an acquisition, engages in a merger, share exchange, asset acquisitionshare reconstruction and amalgamation or contractual control arrangement with, share purchasepurchases all or substantially all of the assets or, reorganization or engages in any other similar transaction, involving the Company and business combination with one or more businesses or assets (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, or if the Company fails to consummate a Business CombinationCombination 24 months from the closing of the Offering, and or (yz) other than with respect to the Private Placement Sponsor Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Sponsor Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 4 contracts

Samples: Warrant Agreement (Infinity China 2 Acquisition Corp), Warrant Agreement (Infinity China 1 Acquisition Corp), Warrant Agreement (Infinity China 1 Acquisition Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wi) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xii) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (yiii) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or any of its Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof, on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or a Working Capital Warrant then held by the Sponsor or any of its Permitted Transferees in connection with a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant or a Working Capital Warrant then held by the Sponsor Warrant or any of its Permitted Transferees in the event of a redemptionredemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 4 contracts

Samples: Warrant Agreement (RCF Acquisition Corp.), Warrant Agreement (RCF Acquisition Corp.), Warrant Agreement (Ascendant Digital Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate 's amended and restated memorandum and articles of incorporation, association (as amended from time to time, ) (the “Memorandum and Articles”) if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or its Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or a Permitted Transferee) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant in the event of or a redemptionPermitted Transferee) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 4 contracts

Samples: Warrant Agreement (Queen's Gambit Growth Capital II), Warrant Agreement (Queen's Gambit Growth Capital), Warrant Agreement (Queen's Gambit Growth Capital)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a mergeran initial acquisition, share exchange, asset acquisitionshare reconstruction and amalgamation or contractual control arrangement with, share purchaseor purchase of, reorganization all or substantially all of the assets of, or engaging in any other similar transactionbusiness combination with, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, or if the Company fails to consummate a Business CombinationCombination on or prior to the 18 month anniversary of the closing of the Offering, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise exercisability of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective post-effective amendment or new registration statementstatement and current prospectus in respect of the Ordinary Shares underlying the Public Warrants; and, provided, further, that the Underwriter Warrants, for so long as such Warrants are held by the Underwriter Investors, may not be exercised after the five year anniversary of the effective date of the Registration Statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemptionPlacement Warrant) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to the Registered Holders of the Warrants, and, ; and provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 4 contracts

Samples: Warrant Agreement (BGS Acquisition Corp.), Warrant Agreement (BGS Acquisition Corp.), Warrant Agreement (BGS Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 4 contracts

Samples: Private Placement Warrants Purchase Agreement (Colombier Acquisition Corp.), Warrant Agreement (Colombier Acquisition Corp.), Warrant Agreement (Colombier Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time time, on the earlier earliest to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and or (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or any of its Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 ‎6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, ‎3.3.2 below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or any of its Permitted Transferees) in the event of a redemption (as set forth in Section 6 ‎6 hereof), each outstanding Warrant (other than a Private Placement Warrant held by the Sponsor Warrant or any of its Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The term “outstanding” as used in this Agreement with respect to any securities shall mean securities that are issued and outstanding. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 4 contracts

Samples: Warrant Agreement (LIV Capital Acquisition Corp.), Warrant Agreement (LIV Capital Acquisition Corp.), Warrant Agreement (Silver Spike Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (ia) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (iib) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporationincorporation (the “Charter”), as amended from time to time, if the Company fails to consummate complete a Business Combination, and Combination or (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1 (or in certain circumstances in Section 6.2), the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in or a Working Capital Warrant held by the event Sponsor, or any officers or directors of a redemptionthe Company, or their Permitted Transferees) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 4 contracts

Samples: Warrant Agreement (Live Oak Crestview Climate Acquisition Corp.), Warrant Agreement (Live Oak Crestview Climate Acquisition Corp.), Warrant Agreement (Live Oak Mobility Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 4 contracts

Samples: Warrant Agreement (Eagleline Acquisition Corp.), Warrant Agreement (Eagle Acquisition Corp.), Warrant Agreement (Eagle Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or its Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, hereof with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a the Private Placement Warrant) Warrants then held by the Sponsor or its Permitted Transferees ), in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a with respect to the Private Placement Warrants then held by the Sponsor Warrant in the event of a redemptionor its Permitted Transferees) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (Spartan Acquisition Corp. III), Warrant Agreement (Spartan Acquisition Corp. III), Warrant Agreement (Spartan Acquisition Corp. III)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) 5:00 p.m. New York City time on the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to timetime (the “Charter”), if the Company fails to consummate a Business Combination, and or (y) other than with respect to the Private Placement Warrants, 5:00 p.m. New York City time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”) or (z) the Alternative Redemption Date (as defined below); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (Rockley Photonics Holdings LTD), Warrant Agreement (SC Health Corp), Warrant Agreement (SC Health Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) and, in either case, terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.3 hereof, or (z) the Alternative Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (Warrior Technologies Acquisition Co), Warrant Agreement (Warrior Technologies Acquisition Co), Warrant Agreement (Warrior Technologies Acquisition Co)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a liquidation, merger, share stock exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement Sponsor Warrants, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof or (z) the Alternative Redemption Date (as defined below) (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (as defined below) (other than with respect to a Private Placement Sponsor Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, and the Warrant Agent, and, provided further that any such extension shall be identical in duration among all the Warrants. The Warrant Agent will not be deemed to have any knowledge of an Expiration Date as set forth herein unless and until it has received written notice of such expiration date from the Company.

Appears in 3 contracts

Samples: Warrant Agreement (Vertiv Holdings Co), Warrant Agreement (GS Acquisition Holdings Corp), Warrant Agreement (GS Acquisition Holdings Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing effective date of the OfferingRegistration Statement, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and or (yz) other than with respect to the Private Placement WarrantsWarrants and Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or Working Capital Warrant then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees pursuant to Section 6.1 hereof) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant or a Working Capital Warrant held by the Sponsor Warrant or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption pursuant to Section 6.1 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (Yunhong International), Warrant Agreement (Yunhong International), Warrant Agreement (Yunhong International)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time time, on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and or (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or any of its Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or any of its Permitted Transferees) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant held by the Sponsor Warrant or any of its Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (Finance of America Companies Inc.), Warrant Agreement (Replay Acquisition Corp.), Warrant Agreement (Replay Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, incorporation as amended from time to time, if the Company fails to consummate complete a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement, Warrant Agreement (Kayne Anderson Acquisition Corp), Warrant Agreement (Kayne Anderson Acquisition Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of: (x) at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporationCharter, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or its Permitted Transferee, as applicable, with respect to a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof (each, an “Inapplicable Redemption”), at 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrantan Inapplicable Redemption)) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant or a Working Capital Warrant then held by the Sponsor Warrant or its Permitted Transferees, as applicable, in the event of a redemptionan Inapplicable Redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty thirty (2030) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (APx Acquisition Corp. I), Warrant Agreement (APx Acquisition Corp. I), Warrant Agreement (APx Acquisition Corp. I)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time time, on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (y) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor, the Anchor Investors or their respective Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 6.03 hereof or (z) the Alternative Redemption Date (as defined below) as provided in Section 6.03 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, 3.03(b) below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor, the Anchor Investors or their respective Permitted Transferees) in the event of a redemption (as set forth in Section 6 Article VI hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant held by the Sponsor, the Anchor Investors or their respective Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that (1) the Company shall provide at least twenty (20) days days’ prior written notice of any such extension to Registered Holders of the Warrants, and, provided further Warrants and (2) that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (Nikola Corp), Warrant Agreement (RMG Acquisition Corp.), Warrant Agreement (RMG Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses or entities (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.3 hereof and (z) the Alternative Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (as defined below) (other than with respect to a the Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (Tortoise Acquisition Corp. II), Warrant Agreement (Tortoise Acquisition Corp. II), Warrant Agreement (Tortoise Acquisition Corp. II)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating upon the earliest to occur of: (x) at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, Combination and (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants held by the Sponsor or a permitted Transferee, at 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 hereof 6.3 (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or a Working Capital Warrant then held by the Sponsor or a Permitted Transferee) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant or a Working Capital Warrant then held by the Sponsor Warrant in the event of or a redemptionPermitted Transferee) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further provided, further, that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (Simon Property Group Acquisition Holdings, Inc.), Warrant Agreement (Simon Property Group Acquisition Holdings, Inc.), Warrant Agreement (Simon Property Group Acquisition Holdings, Inc.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes an acquisition, engages in a merger, share exchange, asset acquisitionshare reconstruction and amalgamation or contractual control arrangement with, share purchasepurchases all or substantially all of the assets of, reorganization or engages in any other similar transaction, involving the Company and business combination with one or more businesses or assets (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, or if the Company fails to consummate a Business CombinationCombination 24 months from the closing of the Offering, and or (yz) other than with respect to the Private Placement Sponsor Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Sponsor Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (ROI Acquisition Corp.), Warrant Agreement (Azteca Acquisition Corp), Warrant Agreement (Blue Wolf Mongolia Holdings Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporationincorporation (the “Charter”), as amended from time to time, if the Company fails to consummate complete a Business Combination, and Combination or (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1 (or in certain circumstances in Section 6.2), the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in or a Working Capital Warrant held by the event Sponsor, or any officers or directors of a redemptionthe Company, or their Permitted Transferees) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (Clarim Acquisition Corp.), Warrant Agreement (Clarim Acquisition Corp.), Warrant Agreement (Clarim Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company Company’s trust account in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (I-Am CAPITAL ACQUISITION Co), Warrant Agreement (I-Am CAPITAL ACQUISITION Co), Warrant Agreement (I-Am CAPITAL ACQUISITION Co)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporationincorporation (the “Charter”), as amended from time to time, if the Company fails to consummate complete a Business Combination, and Combination or (yz) other than with respect to the Private Placement Warrants, the Working Capital Warrants and the Representative Warrants then held by the Sponsor, I-Bankers and Xxxxxx Xxxxx, or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant, Working Capital Warrant or Representative Warrant held by the Sponsor, I-Bankers, Xxxxxx Xxxxx or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants. Notwithstanding the foregoing, the Expiration Date of Private Placement Warrants and the Representative Warrants held by I-Bankers and Xxxxxx Xxxxx shall not exceed five (5) years from the effective date of the Registration Statement.

Appears in 3 contracts

Samples: Warrant Agreement (NorthView Acquisition Corp), Warrant Agreement (NorthView Acquisition Corp), Warrant Agreement (NorthView Acquisition Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier earliest to occur of: (wx) 5:00 P.M., New York City time, on the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporation, association (as amended from time to time, the “Articles”), if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or any of its Permitted Transferees, 5:00 P.M., New York City time, on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or any of its Permitted Transferees in the event of a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 6.1 hereof), Section 6.2 hereof) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant held by the Sponsor Warrant or any of its Permitted Transferees in the event of a redemptionredemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 6.1 hereof), Section 6.2 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The term “outstanding” as used in this Agreement with respect to any securities shall mean securities that are issued and outstanding. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (Cedarlake Acquisition Corp.), Warrant Agreement (Jeneration Acquisition Corp), Warrant Agreement (Jeneration Acquisition Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) 5:00 p.m., New York City time on the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement WarrantsSponsor Warrants then held by the Sponsor or its Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantSponsor Warrant then held by the Sponsor or its Permitted Transferees) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in then held by the event of a redemptionSponsor or its Permitted Transferees) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (Stratim Cloud Acquisition Corp.), Warrant Agreement (Stratim Cloud Acquisition Corp.), Warrant Agreement (Stratim Cloud Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (Avista Healthcare Public Acquisition Corp.), Warrant Agreement (Avista Healthcare Public Acquisition Corp.), Warrant Agreement (Avista Healthcare Public Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, Combination and (yz) other than with respect to the Private Placement Warrants and the Working Capital Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant or a Working Capital Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant or a Working Capital Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further provided, further, that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (Monument Circle Acquisition Corp.), Warrant Agreement (Monument Circle Acquisition Corp.), Warrant Agreement (Monument Circle Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months one year from the date of the closing of the Offering, and (B) terminating at the earliest to occur of (x) 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or any Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof or, if the last reported sales price of the Common Stock for any twenty (20) trading days within the thirty (30) trading-day period ending on the third trading day prior to the date on which notice of the redemption is given (the “Reference Value”) equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof, 5:00 p.m., New York City time on the Redemption Date (as defined below) ), as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or any Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant or any Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in the event of a redemptioncompliance with Section 4 hereof) , Section 6.2 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (CBRE Acquisition Holdings, Inc.), Warrant Agreement (CBRE Acquisition Holdings, Inc.), Warrant Agreement (CBRE Acquisition Holdings, Inc.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporationincorporation (the “Charter”), as amended from time to time, if the Company fails to consummate complete a Business Combination, and Combination or (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in or a Working Capital Warrant held by the event Sponsor, or any officers or directors of a redemptionthe Company, or their Permitted Transferees) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (Memic Innovative Surgery Ltd.), Warrant Agreement (MedTech Acquisition Corp), Warrant Agreement (MedTech Acquisition Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, business combination involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) at 5:00 p.m. New York City time on the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, at 5:00 p.m. New York City time on the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, ; provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (Platinum Eagle Acquisition Corp.), Warrant Agreement (Platinum Eagle Acquisition Corp.), Warrant Agreement (Platinum Eagle Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement, Warrant Agreement (Gores Holdings, Inc.), Warrant Agreement (Gores Holdings, Inc.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of (x) 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants and the Loan Warrants then held by the Sponsor or its Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof, 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or a Loan Warrant then held by the Sponsor or its Permitted Transferees in connection with a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Placement Warrant or Loan Warrant then held by the Sponsor Warrant or its Permitted Transferees in the event of a redemptionredemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants. Notwithstanding anything contained in this Agreement to the contrary, so long as the Placement Warrants held by the Underwriters are held by the Underwriters or their designees or affiliates, such Placement Warrants may not be exercised after five years from the effective date of the Registration Statement.

Appears in 3 contracts

Samples: Warrant Agreement (Newcourt Acquisition Corp), Warrant Agreement (Newcourt Acquisition Corp), Warrant Agreement (Newcourt Acquisition Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Pace Holdings Corp.), Warrant Agreement (Pace Holdings Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to timetime (the “Charter”), if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (One Madison Corp), Warrant Agreement (One Madison Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of: (x) 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants and Working Capital Warrants then held by the Sponsor or any of its Permitted Transferees, with respect to a redemption pursuant to Section 6.1 hereof, at 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or a Working Capital Warrant held by the Sponsor or any of its Permitted Transferees in connection with a redemption pursuant to Section 6.1 hereof) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant or a Working Capital Warrant held by the Sponsor Warrant or its Permitted Transferees, in the event of a redemptionredemption pursuant to Section 6.1 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Supernova Partners Acquisition Company, Inc.), Warrant Agreement (Supernova Partners Acquisition Company, Inc.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time time, on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended and/or restated from time to timetime (the “Charter”), if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants to the extent then held by the Sponsor or any officers or directors of the Company, or their respective Permitted Transferees, with respect to a redemption pursuant to Section 6.1 or Section 6.2 hereof, 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) Warrant to the extent then held by the Sponsor or any officers or directors of the Company, or their respective Permitted Transferees in connection with a redemption pursuant to Section 6.1 or Section 6.2 hereof, in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant to the extent then held by the original purchasers thereof or their Permitted Transferees in the event of a redemption) redemption pursuant to Section 6.1 or Section 6.2 hereof, not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Crixus BH3 Acquisition Co), Warrant Agreement (Crixus BH3 Acquisition Corp.)

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Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time time, on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company Company‘s trust account in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Sponsor Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Sponsor Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Landcadia Holdings, Inc.), Warrant Agreement (Landcadia Holdings, Inc.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporationincorporation (the “Charter”), as amended from time to time, if the Company fails to consummate complete a Business Combination, and Combination or (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant or a Working Capital Warrant held by the Sponsor Warrant or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (American Acquisition Opportunity Inc.), Warrant Agreement (American Acquisition Opportunity Inc.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Double Eagle Acquisition Corp.), Warrant Agreement (Double Eagle Acquisitions Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of: (x) 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or a Permitted Transferee with respect to a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof (each, an “Inapplicable Redemption”), the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrantan Inapplicable Redemption) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant or a Permitted Transferee in the event of a redemptionan Inapplicable Redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Silverbox Engaged Merger Corp I), Warrant Agreement (Silverbox Engaged Merger Corp I)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes an acquisition, engages in a merger, share exchange, asset acquisitionshare reconstruction and amalgamation or contractual control arrangement with, share purchasepurchases all or substantially all of the assets or, reorganization or engages in any other similar transaction, involving the Company and business combination with one or more businesses or assets (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, or if the Company fails to consummate a Business CombinationCombination 21 months from the closing of the Offering (or 24 months from the closing of the Offering if a letter of intent or definitive agreement relating to a prospective business combination is executed before the 21-month period ends), and or (yz) other than with respect to the Private Placement Sponsor Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Sponsor Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Global Cornerstone Holdings LTD), Warrant Agreement (Global Cornerstone Holdings LTD)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar transaction, business combination involving the Company and one or more businesses or entities (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time time, on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and or (yz) other than with respect to the Private Placement WarrantsWarrants or the Working Capital Warrants to the extent then held by the original purchasers thereof or their Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof, 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or a Working Capital Warrant to the extent then held by the original purchasers thereof or their Permitted Transferees in connection with a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant or a Working Capital Warrant to the extent then held by the original purchasers thereof or their Permitted Transferees in the event of a redemptionredemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Itiquira Acquisition Corp.), Warrant Agreement (Itiquira Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, recapitalization, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated articles of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants and Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or Working Capital Warrant then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees pursuant to Section 6.1 hereof) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Proficient Alpha Acquisition Corp), Warrant Agreement (Proficient Alpha Acquisition Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, Combination and (yz) other than with respect to the Private Placement Warrants, the Working Capital Warrants and the Forward Purchase Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant, a Working Capital Warrant or a Forward Purchase Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant, a Working Capital Warrant or a Forward Purchase Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further provided, further, that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Osiris Acquisition Corp.), Warrant Agreement (Osiris Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Sponsor Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Churchill Capital Corp), Warrant Agreement (Churchill Capital Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (Ai) commencing on the later of: (ia) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (iib) the date that is twelve (12) months from the date of the closing of the Offering, and (Bii) terminating at the earlier to occur of: (a) 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xb) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (yc) other than with respect to the Private Placement WarrantsSponsor Warrants then held by the Sponsor or its Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantSponsor Warrant then held by the Sponsor or its Permitted Transferees) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in then held by the event of a redemptionSponsor or its Permitted Transferees) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Berenson Acquisition Corp. I), Warrant Agreement (Berenson Acquisition Corp. I)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and terminating on the earliest to occur of: (Bx) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporation, association (as amended from time to time, the “Charter”), if the Company fails to consummate a Business Combination, Combination and (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or any of its Permitted Transferees, 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or a Working Capital Warrant then held by the Sponsor or any of its Permitted Transferees in the event of a redemption) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant or a Working Capital Warrant then held by the Sponsor Warrant or any of its Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (ION Acquisition Corp 2 Ltd.), Warrant Agreement (ION Acquisition Corp 2 Ltd.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to timetime (the “Charter”), if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (CF Corp), Warrant Agreement (CF Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) and, in either case, terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement WarrantsWarrants held by the Sponsor, the Redemption Date (as defined below) as provided in Section 6.3 hereof, or (z) the Alternative Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or any Permitted Transferees of the Sponsor) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant or any Permitted Transferees of the Sponsor in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Mercury Ecommerce Acquisition Corp), Warrant Agreement (Mercury Ecommerce Acquisition Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporationincorporation (the “Charter”), as amended from time to time, if the Company fails to consummate complete a Business Combination, and Combination or (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor, the Anchor Investors, or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant or a Working Capital Warrant held by the Sponsor, the Anchor Investors, or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants. Notwithstanding the foregoing, the Expiration Date of any Working Capital Warrants held by Sponsor shall not exceed five (5) years from the effective date of the Registration Statement.

Appears in 2 contracts

Samples: Warrant Agreement (Good Works Acquisition Corp.), Warrant Agreement (Good Works Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants and the Working Capital Warrants to the extent then held by the original purchasers thereof or their Permitted Transferees or with respect to the Representative Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Notwithstanding the foregoing, the Representative Warrants may not be exercised following the fifth anniversary of the commencement date of sales in the Offering. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Representative Warrant or a Private Placement Warrant or a Working Capital Warrant) to the extent then held by the original purchasers thereof or their Permitted Transferees in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Representative Warrant or a Private Placement Warrant or a Working Capital Warrant to the extent then held by the original purchasers thereof or their Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further provided, further, that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Financial Strategies Acquisition Corp.), Warrant Agreement (Financial Strategies Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and terminating on the earlier to occur of: (Bx) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Sponsor Warrants, the Director Warrants and Working Capital Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant, a Sponsor Warrant, a Director Warrant or a Working Capital Warrant) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant, a Sponsor Warrant, a Director Warrant or a Working Capital Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Environmental Impact Acquisition Corp), Warrant Agreement (Environmental Impact Acquisition Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of (x) 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) 5:00 p.m., New York City time on, other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or its Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or its Permitted Transferees) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant or its Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (ACE Convergence Acquisition Corp.), Warrant Agreement (ACE Convergence Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses or assets (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and terminating on the earlier to occur of: (Ba) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xb) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (yc) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor, an affiliate of the Sponsor, any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof and (d) the Alternative Redemption Date (as defined below) (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (other than with respect to a Private Placement Warrantas defined below) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant or a Working Capital Warrant held by the Sponsor, an affiliate of the Sponsor, any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (CONX Corp.), Warrant Agreement (CONX Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Saban Capital Acquisition Corp.), Warrant Agreement (Saban Capital Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes an acquisition, engages in a merger, share exchange, asset acquisitionshare reconstruction and amalgamation or contractual control arrangement with, share purchasepurchases all or substantially all of the assets of, reorganization or engages in any other similar transaction, involving the Company and business combination with one or more businesses or assets (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, or if the Company fails to consummate a Business CombinationCombination 21 months from the closing of the Offering, and or (yz) other than with respect to the Private Placement Sponsor Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Sponsor Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (ROI Acquisition Corp.), Warrant Agreement (Blue Wolf Mongolia Holdings Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and or (yz) other than with respect to the Private Placement Warrants and the Forward Purchase Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant or a Forward Purchase Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant or a Forward Purchase Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Silver Run Acquisition Corp II), Warrant Agreement (Silver Run Acquisition Corp II)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s third amended and restated certificate of incorporationincorporation (the “Charter”), as amended from time to time, if the Company fails to consummate complete a Business Combination, and Combination or (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1 (or in certain circumstances in Section 6.2), the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in or a Working Capital Warrant held by the event Sponsor, or any officers or directors of a redemptionthe Company, or their Permitted Transferees) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Live Oak Acquisition Corp II), Warrant Agreement (Live Oak Acquisition Corp II)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (Aa) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (Bb) terminating at 5:00 p.m., New York City time time, on the earlier to occur of: (wv) other than with respect to the Private Placement Warrants and the Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees, the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xw) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended and/or restated from time to time, if the Company fails to consummate complete a Business Combination, and (yx) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 hereof 6.5 hereof, (y) solely with respect to the Private Placement Warrants and the Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees, 5:00 p.m., New York City time, on the date that is five (5) years after the effective date of the Registration Statement, and (z) the Alternative Redemption Date (as defined below) (such earlier date or time, the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (other than with respect to a Private Placement Warrant) as defined below), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant or a Working Capital Warrant held by the Sponsor Warrant any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (NightDragon Acquisition Corp.), Warrant Agreement (NightDragon Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) at 5:00 p.m., New York City time, on the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (yz) other than with respect to the Private Placement Warrants and the Working Capital Warrants, at 5:00 p.m., New York City time, on the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant or a Working Capital Warrant) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant or a Working Capital Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (RedBall Acquisition Corp.), Warrant Agreement (RedBall Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (y) other than with respect to the Private Placement WarrantsWarrants and Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”) or (z) the Alternative Redemption Date (as defined below); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or Working Capital Warrant then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees pursuant to Section 6.1 hereof) or the Alternative Redemption Price (as defined below) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant or a Working Capital Warrant held by the Sponsor Warrant or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption pursuant to Section 6.1 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Acamar Partners Acquisition Corp.), Warrant Agreement (Acamar Partners Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes an acquisition, engages in a merger, share exchange, asset acquisitionshare reconstruction and amalgamation or contractual control arrangement with, share purchasepurchases all or substantially all of the assets or, reorganization or engages in any other similar transaction, involving the Company and business combination with one or more businesses or assets (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, or if the Company fails to consummate a Business CombinationCombination 21 months from the closing of the Offering, and or (yz) other than with respect to the Private Placement Sponsor Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Sponsor Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Global Cornerstone Holdings LTD), Warrant Agreement (Global Cornerstone Holdings LTD)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (y) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 6.5 hereof and (z) the Alternative Redemption Date (as defined below) (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (other than with respect to a Private Placement Warrant) as defined below), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant or a Working Capital Warrant held by the Sponsor Warrant any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (DiamondHead Holdings Corp.), Warrant Agreement (DiamondHead Holdings Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or its Permitted Transferees (an “Inapplicable Redemption”), the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrantan Inapplicable Redemption) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant or a Permitted Transferee in the event of a redemptionan Inapplicable Redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Kadem Sustainable Impact Corp), Warrant Agreement (Kadem Sustainable Impact Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time,, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 1 contract

Samples: Warrant Agreement (Global Partner Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier earliest to occur of: (wx) 5:00 P.M., New York City time, on the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or any of its Permitted Transferees, 5:00 P.M., New York City time, on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, ‎3.3.2 below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) Warrant then held by the Sponsor or any of its Permitted Transferees in the event of a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (as set forth subject to adjustment in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, and, provided further that any such extension shall be identical in duration among all the Warrants.compliance with

Appears in 1 contract

Samples: Warrant Agreement (Provident Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time time, on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (y) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or its Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 6.03 hereof or (z) the Alternative Redemption Date (as defined below) as provided in Section 6.03 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, 3.03(b) below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or its Permitted Transferees) in the event of a redemption (as set forth in Section 6 Article VI hereof), each outstanding Warrant (other than a Private Placement Warrant held by the Sponsor Warrant or its Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that (1) the Company shall provide at least twenty (20) days days’ prior written notice of any such extension to Registered Holders of the Warrants, and, provided further Warrants and (2) that any such extension shall be identical in duration among all the Warrants.

Appears in 1 contract

Samples: Warrant Agreement (RMG Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) and, in either case, terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement WarrantsWarrants and the Forward Purchase Warrants held by the Sponsor or East Asset Management, the Redemption Date (as defined below) as provided in Section 6.3 hereof, or (z) the Alternative Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or Forward Purchase Warrant then held by the Sponsor or East Asset Management or their Permitted Transferees) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant or Forward Purchase Warrant then held by the Sponsor Warrant or East Asset Management or their Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 1 contract

Samples: Warrant Agreement (East Resources Acquisition Co)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) and, in either case, terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement WarrantsWarrants held by the Sponsor, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof, or (z) the Alternative Redemption Date (as defined below) as provided in Section 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or its Permitted Transferees) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant or its Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 1 contract

Samples: Warrant Agreement (Callodine Acquisition Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which consummation of the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving transactions contemplated by the Company and one or more businesses Merger Agreement (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial the Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Sponsor Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Sponsor Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the WarrantsWarrants and to the Warrant Agent, and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 1 contract

Samples: Warrant Agreement (RLJ Entertainment, Inc.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of (x) 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) 5:00 p.m., New York City time on, other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or its Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or its Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant or its Permitted Transferees in the event of a redemptionredemption pursuant to Section 6.1 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 1 contract

Samples: Warrant Agreement (LCP Acquisition Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) 30 days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date completion of the closing of the Offering, Company’s initial business combination and (B) terminating at 5:00 p.m., New York City time time, on the earlier to occur of: of (wi) (A) five years following the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation completion of the Company in accordance with the Company’s certificate of incorporation, as amended from time initial business combination with respect to time, if the Company fails to consummate a Business CombinationPublic Warrants, and (yB) other than five years from the effective date of the Registration Statement with respect to the Private Placement WarrantsWarrants purchased by Chardan NexTech 2 Warrant Holdings LLC, provided that once the Private Warrants are not beneficially owned, directly or indirectly, by Chardan Capital Markets, LLC or any of its related persons anymore, the Redemption Date Private Warrants may not be exercised five years following the completion of the Company’s initial business combination, and (as defined belowii) the date fixed for redemption of the Warrants as provided in Section 6.2 hereof 6 of this Warrant Agreement (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereofhereunder), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Warrant Agreement shall cease at 5:00 p.m. New York City time the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company shall (i) may not extend the duration of the Private Warrants by delaying the Expiration Date and (ii) will provide at least twenty (20) days prior written notice of any such extension not less than 10 days to Registered Holders of the Warrants, and, provided further such extension and that any such extension shall be identical in duration among all of the then outstanding Warrants.

Appears in 1 contract

Samples: Warrant Agreement (Chardan NexTech Acquisition 2 Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company Corporation completes a merger, share exchange, asset acquisition, share stock purchase, reorganization reorganization, recapitalization or other similar transactionbusiness combination, involving the Company Corporation and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the closing date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier earliest to occur of: (wx) the date that is five (5) years after the date on which the Company Corporation completes its initial Business Combination, (xy) the liquidation of the Company Corporation in accordance with the CompanyCorporation’s certificate of incorporation, as amended in effect from time to time, if the Company Corporation fails to consummate complete a Business CombinationCombination by September 17, and 2019, or (yz) other than solely with respect to the Private Placement Public Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company Corporation in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company Corporation shall provide at least twenty (20) days prior written notice of any such extension to the Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 1 contract

Samples: Warrant Agreement (Modern Media Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and business combination with one or more businesses or entities (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating on the earlier to occur of: (i) at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xii) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yiii) other than with respect to the Private Placement WarrantsWarrants then held by either the Sponsor, Cantor or CCM or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant held by either the Sponsor, Cantor or CCM or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 1 contract

Samples: Warrant Agreement (Rose Hill Acquisition Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (y) other than with respect to the Private Placement WarrantsWarrants and Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”)) or (z) the Alternative Redemption Date; provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (other than with respect to a Private Placement Warrant) as defined below), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant or a Working Capital Warrant held by the Sponsor Warrant or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 1 contract

Samples: Warrant Agreement (DiamondPeak Holdings Corp.)

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