Common use of Existing Stockholders Subscription Agreement Clause in Contracts

Existing Stockholders Subscription Agreement. FMG Investors LLC (“FMGI”), an entity affiliated with the Company's executive officers and directors, has executed and delivered an agreement, annexed as Exhibit 10.12 of the Registration Statement (the "Subscription Agreement"), pursuant to which such entity has purchased an aggregate of 1,250,000 warrants in a private placement intended to be exempt from registration under the Act under Section 4(2) of the Act ("Private Placement") at a purchase price of $1.00 per warrant ("Placement Warrants"). FMGI and the Company have delivered executed copies of the Subscription Agreement and FMGI has delivered the purchase price on or before the Closing Date. Pursuant to the Subscription Agreement, (i) the $1,250,000 of proceeds from the sale of the Placement Warrants has been deposited by the Company in the Trust Account in accordance with the terms of the Trust Agreement on or prior to the Closing Date, and (ii) the purchasers of the Placement Warrants have waived any and all rights and claims that they may have to any proceeds, and any interest thereon, held in the Trust in respect of the Placement Warrants in the event that a Business Combination is not consummated and the Trust Account is liquidated in accordance with the terms of the Trust Agreement.

Appears in 2 contracts

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

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Existing Stockholders Subscription Agreement. FMG Investors LLC (“FMGI”), an entity affiliated with the Company's ’s executive officers and directors, has executed and delivered an agreement, annexed as Exhibit 10.12 of the Registration Statement (the "Subscription Agreement"), pursuant to which such entity has purchased an aggregate of 1,250,000 warrants in a private placement intended to be exempt from registration under the Act under Section 4(2) of the Act ("Private Placement") at a purchase price of $1.00 per warrant ("Placement Warrants")”) occurring immediately prior to the Closing. FMGI and the Company have delivered executed copies of the Subscription Agreement and FMGI has delivered the purchase price on or before the Closing Effective Date. Pursuant to the Subscription Agreement, (i) the $1,250,000 of proceeds from the sale of the Placement Warrants has been deposited by the Company in the Trust Account in accordance with the terms of the Trust Agreement on or prior to the Closing Effective Date, and (ii) the purchasers of the Placement Warrants have waived any and all rights and claims that they may have to any proceeds, and any interest thereon, held in the Trust in respect of the Placement Warrants in the event that a Business Combination is not consummated and the Trust Account is liquidated in accordance with the terms of the Trust Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (FMG Acquisition Corp)

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Existing Stockholders Subscription Agreement. FMG Investors LLC (“FMGI”), an entity affiliated with the Company's executive officers and directors, has executed and delivered an agreement, annexed as Exhibit 10.12 of the Registration Statement (the "Subscription Agreement"), pursuant to which such entity has purchased an aggregate of 1,250,000 warrants in a private placement intended to be exempt from registration under the Act under Section 4(2) of the Act ("Private Placement") at a purchase price of $1.00 per warrant ("Placement Warrants")) occurring immediately prior to the Effective Date. FMGI and the Company have delivered executed copies of the Subscription Agreement and FMGI has delivered the purchase price on or before the Closing Effective Date. Pursuant to the Subscription Agreement, (i) the $1,250,000 of proceeds from the sale of the Placement Warrants has been deposited by the Company in the Trust Account in accordance with the terms of the Trust Agreement on or prior to the Closing Effective Date, and (ii) the purchasers of the Placement Warrants have waived any and all rights and claims that they may have to any proceeds, and any interest thereon, held in the Trust in respect of the Placement Warrants in the event that a Business Combination is not consummated and the Trust Account is liquidated in accordance with the terms of the Trust Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (FMG Acquisition Corp)

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