Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 27 contracts
Samples: Securities Subscription Agreement (Artemis Acquisition Corp./De), Securities Subscription Agreement (Virtuoso Acquisition Corp. 2), Securities Subscription Agreement (Artemis Acquisition Corp./De)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative(s) of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit surrender for cancellation any and all rights to such number of Shares (up to an aggregate of 750,000 937,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeituresurrender, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares ordinary shares issuable upon exercise of any warrants or any Common Stock ordinary shares purchased by Subscriber in the Company’s IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares ordinary shares of the Company immediately following the IPO.
Appears in 26 contracts
Samples: Securities Subscription Agreement (Vector Acquisition Corp IV), Securities Subscription Agreement (Healthcare AI Acquisition Corp.), Securities Subscription Agreement (ESGEN Acquisition Corp)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 1,125,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 18 contracts
Samples: Securities Subscription Agreement (Twelve Seas Investment Co IV TMT), Securities Subscription Agreement (McLaren Technology Acquisition Corp.), Securities Subscription Agreement (Marblegate Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative(s) of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit surrender for cancellation any and all rights to such number of Shares (up to an aggregate of 750,000 1,125,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeituresurrender, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares ordinary shares issuable upon exercise of any warrants or any Common Stock ordinary shares purchased by Subscriber in the Company’s IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares ordinary shares of the Company immediately following the IPO.
Appears in 15 contracts
Samples: Securities Subscription Agreement (Sound Point Acquisition Corp I, LTD), Securities Subscription Agreement (Sound Point Acquisition Corp I, LTD), Securities Subscription Agreement (World Quantum Growth Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 375,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 12 contracts
Samples: Securities Subscription Agreement (Fintech Ecosystem Development Corp.), Securities Subscription Agreement (TG Venture Acquisition Corp.), Securities Subscription Agreement (TG Venture Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 937,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 11 contracts
Samples: Securities Subscription Agreement (Roman DBDR Tech Acquisition Corp. III), Securities Subscription Agreement (Roman DBDR Tech Acquisition Corp. II), Securities Subscription Agreement (Atlas Crest Investment Corp. III)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares Common Stock immediately following the IPO.
Appears in 11 contracts
Samples: Securities Subscription Agreement (M3-Brigade Acquisition IV Corp.), Securities Subscription Agreement (Software Acquisition Group Inc. III), Securities Subscription Agreement (Shelter Acquisition Corp I)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative(s) of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit surrender for cancellation any and all rights to such number of Shares (up to an aggregate of 750,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeituresurrender, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares ordinary shares issuable upon exercise of any warrants or any Common Stock ordinary shares purchased by Subscriber in the Company’s IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares ordinary shares of the Company immediately following the IPO.
Appears in 10 contracts
Samples: Securities Subscription Agreement (Constitution Acquisition Corp.), Securities Subscription Agreement (Infinite Acquisition Corp.), Securities Subscription Agreement (Avista Public Acquisition Corp. II)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative(s) of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 937,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares ordinary shares issuable upon exercise of any warrants or any Common Stock ordinary shares purchased by Subscriber in the Company’s IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares ordinary shares of the Company immediately following the IPO.
Appears in 10 contracts
Samples: Securities Subscription Agreement (Europa Growth Acquisition Co), Securities Subscription Agreement (Portage Fintech Acquisition Corp.), Securities Subscription Agreement (G Squared Ascend II, Inc.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative(s) of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit surrender for cancellation any and all rights to such number of Shares (up to an aggregate of 750,000 1,875,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeituresurrender, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares ordinary shares issuable upon exercise of any warrants or any Common Stock ordinary shares purchased by Subscriber in the Company’s IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares ordinary shares of the Company immediately following the IPO.
Appears in 9 contracts
Samples: Securities Subscription Agreement (Horizon Acquisition Corp III), Securities Subscription Agreement (Cerberus Telecom Acquisition Corp. II), Securities Subscription Agreement (MSD Acquisition Corp. / New)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 1,125,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares Common Stock immediately following the IPO.
Appears in 9 contracts
Samples: Securities Subscription Agreement (New Providence Acquisition Corp. III), Securities Subscription Agreement (Climate Real Impact Solutions III Acquisition Corp), Securities Subscription Agreement (Orion Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 937,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares Common Stock immediately following the IPO.
Appears in 9 contracts
Samples: Securities Subscription Agreement (Focus Impact Acquisition Corp.), Securities Subscription Agreement (TCG Growth Opportunities Corp.), Securities Subscription Agreement (TCG Growth Opportunities Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 375,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including any placement Units that are expected to be purchased at the closing of the IPO, Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 8 contracts
Samples: Securities Subscription Agreement (Four Leaf Acquisition Corp), Securities Subscription Agreement (CE Energy Acquisition Corp.), Securities Subscription Agreement (Monterey Capital Acquisition Corp)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and and/or any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 937,500 Shares (as such amount may be adjusted for share splits, share dividends, reorganizations, recapitalizations and the like) and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders of the Company prior to the IPO, if any) will own an aggregate number of Shares, not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 8 contracts
Samples: Securities Subscription Agreement (Aurvandil Acquisition Corp.), Securities Subscription Agreement (Foresite Life Sciences Corp.), Securities Subscription Agreement (Icg Hypersonic Acquisition Corp)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative(s) of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares ordinary shares issuable upon exercise of any warrants or any Common Stock ordinary shares purchased by Subscriber in the Company’s IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares ordinary shares of the Company immediately following the IPO.
Appears in 7 contracts
Samples: Securities Subscription Agreement (Trinity Acquisition Corp.), Securities Subscription Agreement (Moose Pond Acquisition Corp, NCV I), Securities Subscription Agreement (Two)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (orand, if applicable, it and any transferees transferee of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 1,500,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if anyany such transferees) will own an aggregate number of Shares, Shares (not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares Common Stock immediately following the IPO.
Appears in 7 contracts
Samples: Securities Subscription Agreement (Mason Industrial Technology, Inc.), Securities Subscription Agreement (Churchill Capital Corp VI), Securities Subscription Agreement (Monument Circle Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and and/or any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 375,000 Shares (as such amount may be adjusted for share splits, share dividends, reorganizations, recapitalizations and the like) and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders of the Company prior to the IPO, if any) will own an aggregate number of Shares, not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 7 contracts
Samples: Securities Subscription Agreement (Thimble Point Acquisition Corp. II), Securities Subscription Agreement (Thimble Point Acquisition Corp. II), Securities Subscription Agreement (FS Development Corp. II)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (orand, if applicable, it and any transferees transferee of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 150,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if anyany such transferees) will own an aggregate number of Shares, Shares (not including Ordinary Shares underlying the private placement units to be issued to the Subscriber or Ordinary Shares issuable upon exercise of any warrants or any Common Stock securities purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Ordinary Shares immediately following the IPO.
Appears in 7 contracts
Samples: Securities Subscription Agreement (Flag Ship Acquisition Corp), Securities Subscription Agreement (Golden Path Acquisition Corp), Securities Subscription Agreement (Venus Acquisition Corp)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 937,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including any placement Units that are expected to be purchased at the closing of the IPO, Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 7 contracts
Samples: Securities Subscription Agreement (Blueprint Health Merger Corp.), Securities Subscription Agreement (DHB Capital Corp.), Securities Subscription Agreement (Mission Advancement Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative(s) of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit surrender for cancellation any and all rights to such number of Shares (up to an aggregate of 750,000 1,125,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeituresurrender, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares ordinary shares issuable upon exercise of any warrants or any Common Stock ordinary shares subscribed for and purchased by Subscriber in the Company’s IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares ordinary shares of the Company immediately following the IPO.
Appears in 6 contracts
Samples: Securities Subscription Agreement (Lamar Partnering Corp), Securities Subscription Agreement (Acies Acquisition Corp.), Securities Subscription Agreement (Corner Growth Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and and/or any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 Shares (as such amount may be adjusted for share splits, share dividends, reorganizations, recapitalizations and the like) and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders of the Company prior to the IPO, if any) will own an aggregate number of Shares, not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 6 contracts
Samples: Securities Subscription Agreement (Altitude Acquisition Corp. II), Securities Subscription Agreement (Priveterra Acquisition Corp.), Securities Subscription Agreement (Thimble Point Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (orand, if applicable, it and any transferees transferee of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 1,125,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if anyany such transferees) will own an aggregate number of Shares, Shares (not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares Common Stock immediately following the IPO.
Appears in 6 contracts
Samples: Securities Subscription Agreement (Osiris Acquisition Corp.), Securities Subscription Agreement (Simon Property Group Acquisition Holdings, Inc.), Securities Subscription Agreement (Pine Technology Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and and/or any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 1,125,000 Shares (as such amount may be adjusted for share splits, share dividends, reorganizations, recapitalizations and the like) and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders of the Company prior to the IPO, if any) will own an aggregate number of Shares, not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 6 contracts
Samples: Securities Subscription Agreement (Tishman Speyer Innovation Corp. II), Securities Subscription Agreement (Fusion Acquisition Corp. II), Securities Subscription Agreement (TS Innovation Acquisitions Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative(s) of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit surrender for cancellation any and all rights to such number of Shares (up to an aggregate of 750,000 562,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeituresurrender, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares ordinary shares issuable upon exercise of any warrants or any Common Stock ordinary shares purchased by Subscriber in the Company’s IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares ordinary shares of the Company immediately following the IPO.
Appears in 6 contracts
Samples: Securities Subscription Agreement (ABG Acquisition Corp. I), Securities Subscription Agreement (HealthCor Catalio Acquisition Corp.), Securities Subscription Agreement (Deep Lake Capital Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative(s) of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit surrender for cancellation any and all rights to such number of Shares (up to an aggregate of 750,000 1,312,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeituresurrender, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares ordinary shares issuable upon exercise of any warrants or any Common Stock ordinary shares purchased by Subscriber in the Company’s IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares ordinary shares of the Company immediately following the IPO.
Appears in 6 contracts
Samples: Securities Subscription Agreement (Onyx Acquisition Co. I), Securities Subscription Agreement (Tailwind Two Acquisition Corp.), Securities Subscription Agreement (Pioneer Merger Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 1,312,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares Common Stock immediately following the IPO.
Appears in 6 contracts
Samples: Securities Subscription Agreement (Conyers Park III Acquisition Corp.), Securities Subscription Agreement (Star Peak Corp II), Securities Subscription Agreement (Sports Entertainment Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 656,250 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 6 contracts
Samples: Securities Subscription Agreement (Kensington Capital Acquisition Corp. II), Securities Subscription Agreement (OCA Acquisition Corp.), Securities Subscription Agreement (7GC & Co. Holdings Inc.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 562,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 6 contracts
Samples: Securities Subscription Agreement (Revelstone Capital Acquisition Corp.), Securities Subscription Agreement (Cascadia Acquisition Corp.), Securities Subscription Agreement (BOA Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (orand, if applicable, it and any transferees transferee of Shares) shall automatically forfeit at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 750,000 375,000 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and any such transferees), collectively with all other initial stockholders of the Company prior to the IPO, if any) will own an aggregate number of Shares, not including Founder Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket equal to 20% of the total number of shares of Common Stock issued and outstanding Shares immediately following in the IPO.
Appears in 5 contracts
Samples: Subscription Agreement (Noble Education Acquisition Corp.), Subscription Agreement (Ault Disruptive Technologies Corp), Subscription Agreement (WinVest Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including any placement Units that are expected to be purchased at the closing of the IPO, Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 5 contracts
Samples: Securities Subscription Agreement (Forest Road Acquisition Corp. II), Securities Subscription Agreement (Healthcare Merger Corp.), Securities Subscription Agreement (FinServ Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber Buyer acknowledges and agrees that it (or, if applicable, it and and/or any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 1,312,500 Shares (as such amount may be adjusted for share splits, share dividends, reorganizations, recapitalizations and the like) and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber Buyer (and all other initial stockholders shareholders of the Company prior to the IPO, if any) will own an aggregate number of Shares, not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 5 contracts
Samples: Securities Subscription Agreement (Agriculture & Natural Solutions Acquisition Corp), Securities Subscription Agreement (Agriculture & Natural Solutions Acquisition Corp), Securities Subscription Agreement (Decarbonization Plus Acquisition Corp V)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (orand, if applicable, it and any transferees transferee of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 375,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if anyany such transferees) will own an aggregate number of Shares, Shares (not including Ordinary Shares underlying the private placement units to be issued to the Subscriber or Ordinary Shares issuable upon exercise of any warrants or any Common Stock securities purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Ordinary Shares immediately following the IPO.
Appears in 5 contracts
Samples: Securities Subscription Agreement (Giant Oak Acquisition Corp), Assignment, Amendment and Novation Agreement (Giant Oak Acquisition Corp), Securities Subscription Agreement (Flag Ship Acquisition Corp)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative(s) of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares Class A ordinary shares issuable upon exercise of any warrants or any Common Stock Class A ordinary shares purchased by Subscriber in the Company’s IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares Class A ordinary shares of the Company immediately following the IPO.
Appears in 5 contracts
Samples: Securities Subscription Agreement (Genesis Growth Tech Acquisition Corp.), Securities Subscription Agreement (Genesis Growth Tech Acquisition Corp.), Securities Subscription Agreement (Avanea Energy Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 468,750 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares Common Stock immediately following the IPO.
Appears in 5 contracts
Samples: Securities Subscription Agreement (New Providence Acquisition Corp. II), Securities Subscription Agreement (SportsTek Acquisition Corp.), Securities Subscription Agreement (New Providence Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 1,312,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including any placement Units that are expected to be purchased at the closing of the IPO, Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 5 contracts
Samples: Securities Subscription Agreement (Apex Technology Acquisition Corp. II), Securities Subscription Agreement (Epiphany Technology Acquisition Corp.), Securities Subscription Agreement (Carney Technology Acquisition Corp. II)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (orand, if applicable, it and any transferees transferee of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 375,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if anyany such transferees) will own an aggregate number of Shares, Shares (not including Class A Shares issuable upon exercise of any warrants or any Common Stock securities purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Ordinary Shares immediately following the IPO.
Appears in 5 contracts
Samples: Securities Subscription Agreement (Integrated Wellness Acquisition Corp), Securities Subscription Agreement (Oxbridge Acquisition Corp.), Securities Subscription Agreement (Bridgetown Holdings LTD)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative(s) of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 1,125,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares ordinary shares issuable upon exercise of any warrants or any Common Stock ordinary shares purchased by Subscriber in the Company’s IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares ordinary shares of the Company immediately following the IPO.
Appears in 4 contracts
Samples: Securities Subscription Agreement (Gobi Acquisition Corp.), Securities Subscription Agreement (Artisan Acquisition Corp.), Securities Subscription Agreement (Reverence Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (orand, if applicable, it and any transferees transferee of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 150,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if anyany such transferees) will own an aggregate number of Shares, Shares (not including Ordinary Shares issuable upon exercise of any warrants underlying the private placement units to be issued to the Subscriber or any Common Stock securities purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Ordinary Shares immediately following the IPO.
Appears in 4 contracts
Samples: Securities Subscription Agreement (Flag Fish Acquisition Corp), Securities Subscription Agreement (Expectation Acquisition Corp), Securities Subscription Agreement (Expectation Acquisition Corp)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative(s) of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit surrender for cancellation any and all rights to such number of Shares (up to an aggregate of 750,000 937,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeituresurrender, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares ordinary shares issuable upon exercise of any warrants or any Common Stock ordinary shares subscribed for and purchased by Subscriber in the Company’s IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares ordinary shares of the Company immediately following the IPO.
Appears in 4 contracts
Samples: Securities Subscription Agreement (Victory Acquisition Corp.), Securities Subscription Agreement (Acies Acquisition Corp. II), Securities Subscription Agreement (Spring Valley Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (orand, if applicable, it and any transferees transferee of Founder Shares) shall automatically forfeit at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 750,000 937,500 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and any such transferees), collectively with all other initial stockholders of the Company prior to the IPO, if any) will own an aggregate number of Shares, not including Founder Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket equal to 20% of the issued and outstanding Shares Common Stock immediately following the IPO.
Appears in 4 contracts
Samples: Subscription Agreement (Brimstone Acquisition Holdings Corp.), Subscription Agreement (Golden Arrow Merger Corp.), Subscription Agreement for Founder Shares (Advanced Merger Partners, Inc.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (orand, if applicable, it and any transferees transferee of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 1,125,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if anyany such transferees) will own an aggregate number of Shares, Shares (not including Class A Shares issuable upon exercise of any warrants or any Common Stock securities purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Ordinary Shares immediately following the IPO.
Appears in 4 contracts
Samples: Securities Subscription Agreement (African Gold Acquisition Corporation), Securities Subscription Agreement (Thunder Bridge Acquisition II, LTD), Securities Subscription Agreement (Avista Healthcare Public Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (orand, if applicable, it and any transferees transferee of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 1,500,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if anyany such transferees) will own an aggregate number of Shares, Shares (not including Class A Shares issuable upon exercise of any warrants or any Common Stock securities purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Ordinary Shares immediately following the IPO.
Appears in 4 contracts
Samples: Securities Subscription Agreement (Falcon Peak Acquisition Corp.), Securities Subscription Agreement (Burgundy Technology Acquisition Corp), Securities Subscription Agreement (TPG Pace Holdings Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 656,250 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares Common Stock immediately following the IPO.
Appears in 4 contracts
Samples: Securities Subscription Agreement (Lefteris Acquisition Corp.), Securities Subscription Agreement (Lefteris Acquisition Corp.), Securities Subscription Agreement (Hennessy Capital Acquisition Corp II)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters representative of the underwriter(s) of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including (i) Shares issuable upon exercise of any warrants or (ii) any Common Stock Shares subscribed for and purchased by Subscriber in the Company’s IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 4 contracts
Samples: Securities Subscription Agreement (Tiga Acquisition Corp. III), Securities Subscription Agreement (Tiga Acquisition Corp. III), Securities Subscription Agreement (Tiga Acquisition Corp. II)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 562,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket aftermarket, equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 3 contracts
Samples: Securities Subscription Agreement (American Acquisition Opportunity Inc.), Securities Subscription Agreement (Hennessy Capital Investment Corp. VI), Securities Subscription Agreement (Isleworth Healthcare Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 937,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket aftermarket, equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 3 contracts
Samples: Securities Subscription Agreement (Hennessy Capital Investment Corp. V), Securities Subscription Agreement (Nebula Acquisition Corp), Securities Subscription Agreement (Nebula Acquisition Corp)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 1,500,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares Common Stock immediately following the IPO.
Appears in 3 contracts
Samples: Securities Subscription Agreement (M3-Brigade Acquisition III Corp.), Securities Subscription Agreement (Accelerate Acquisition Corp.), Securities Subscription Agreement (Conyers Park II Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative(s) of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit surrender for cancellation any and all rights to such number of Shares (up to an aggregate of 750,000 1,500,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeituresurrender, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares ordinary shares issuable upon exercise of any warrants or any Common Stock ordinary shares purchased by Subscriber in the Company’s IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares ordinary shares of the Company immediately following the IPO.
Appears in 3 contracts
Samples: Securities Subscription Agreement (Iconic Sports Acquisition Corp.), Securities Subscription Agreement (Vector Acquisition Corp II), Securities Subscription Agreement (Independence Holdings Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (orand, if applicable, it and any transferees transferee of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if anyany such transferees) will own an aggregate number of Shares, Shares (not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares Common Stock immediately following the IPO.
Appears in 3 contracts
Samples: Securities Subscription Agreement (Hawks Acquisition Corp), Securities Subscription Agreement (Adit EdTech Acquisition Corp.), Securities Subscription Agreement (South Mountain Merger Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and and/or any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 1,312,500 Shares (as such amount may be adjusted for share splits, share dividends, reorganizations, recapitalizations and the like) and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders of the Company prior to the IPO, if any) will own an aggregate number of Shares, not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 3 contracts
Samples: Securities Subscription Agreement (Altitude Acquisition Corp. III), Securities Subscription Agreement (Omnichannel Acquisition Corp.), Securities Subscription Agreement (CM Life Sciences, Inc.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 937,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares issuable upon exercise of any warrants or any Common Stock Ordinary Shares purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Ordinary Shares immediately following the IPO.
Appears in 3 contracts
Samples: Securities Subscription Agreement (M3-Brigade Acquisition v Corp.), Securities Subscription Agreement (Velocity Merger Corp.), Securities Subscription Agreement (Soar Technology Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (orand, if applicable, it and any transferees transferee of Shares) shall automatically forfeit at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Founder Shares (up to an aggregate of 750,000 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and any such transferees), collectively with all other initial stockholders of the Company prior to the IPO, if any) will own an aggregate number of Shares, not including Founder Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket equal to 20% of the issued and outstanding Shares Common Stock immediately following the IPO.
Appears in 3 contracts
Samples: Subscription Agreement (Spindletop Health Acquisition Corp.), Subscription Agreement (DPCM Capital, Inc.), Subscription Agreement for Founder Shares (Capstar Special Purpose Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (orand, if applicable, it and any transferees transferee of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 1,100,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPOany such transferees, if any) will own an aggregate number of Shares, Shares (not including Ordinary Shares issuable upon exercise of any warrants or any Common Stock securities purchased by the Subscriber in the IPO or in the aftermarket aftermarket) equal to 2025% of the issued and outstanding Ordinary Shares immediately following the IPO.
Appears in 3 contracts
Samples: Securities Subscription Agreement (Cohen Circle Acquisition Corp. I), Securities Subscription Agreement (Cohen Circle Acquisition Corp. I), Securities Subscription Agreement (FTAC Artemis Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 Shares and pro rata with the Other Subscribers based upon the percentage of the Over-allotment Option exercisedexercised and excluding the Director Shares from such calculation) such that immediately following such forfeiture, the Shares and the Other Subscriber Shares will represent, in the aggregate, 20% of the shares of Common Stock (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, not including Shares shares of Common Stock issuable (i) upon the exercise of any warrants or (ii) pursuant to any Common Stock purchased by Subscriber in share purchase agreement to be entered into between the IPO or in Company and the aftermarket equal to 20% of the Other Subscribers) issued and outstanding Shares immediately following the IPO.
Appears in 3 contracts
Samples: Securities Subscription Agreement (Leisure Acquisition Corp.), Securities Subscription Agreement (Leisure Acquisition Corp.), Securities Subscription Agreement (Leisure Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 187,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 3 contracts
Samples: Securities Subscription Agreement (Aimei Health Technology Co., Ltd.), Securities Subscription Agreement (Abri SPAC I, Inc.), Securities Subscription Agreement (Industrial Tech Acquisitions, Inc.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit surrender for cancellation any and all rights to such number of Shares (up to an aggregate of 750,000 975,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeituresurrender, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, not including Shares issuable upon exercise of any warrants or any Common Stock Ordinary Shares purchased by Subscriber in the IPO or in the aftermarket equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 3 contracts
Samples: Securities Subscription Agreement (Kensington Capital Acquisition Corp. IV), Securities Subscription Agreement (Kensington Capital Acquisition Corp. V), Securities Subscription Agreement (Kensington Capital Acquisition Corp. V)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including (i) Shares issuable upon exercise of any warrants or (ii) any Common Stock Shares purchased by Subscriber in the Company’s IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 3 contracts
Samples: Securities Subscription Agreement (Gateway Strategic Acquisition Co.), Securities Subscription Agreement (Magnum Opus Acquisition LTD), Securities Subscription Agreement (Magnum Opus Acquisition LTD)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of the Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 937,500 Shares and pro rata based upon the percentage of the Over-allotment Allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares Common Stock immediately following the IPO.
Appears in 3 contracts
Samples: Securities Subscription Agreement (KnightSwan Acquisiton Corp), Securities Subscription Agreement (KnightSwan Acquisiton Corp), Securities Subscription Agreement (C5 Acquisition Corp)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 187,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket aftermarket, equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 3 contracts
Samples: Securities Subscription Agreement (Blue Water Acquisition Corp. II), Securities Subscription Agreement (FoxWayne Enterprises Acquisition Corp.), Securities Subscription Agreement (Blue Water Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 562,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares Common Stock immediately following the IPO.
Appears in 3 contracts
Samples: Securities Subscription Agreement (Tiberius Acquisition Corp), Securities Subscription Agreement (Tiberius Acquisition Corp), Securities Subscription Agreement (KLR Energy Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 937,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares issuable upon exercise of any warrants or any Common Stock Ordinary Shares subscribed for or purchased by the Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Ordinary Shares immediately following the IPO.
Appears in 3 contracts
Samples: Securities Subscription Agreement (Catcha Investment Corp), Securities Subscription Agreement (POEMA Global Holdings Corp.), Securities Subscription Agreement (POEMA Global Holdings Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 375,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares issuable upon exercise of any warrants or any Common Stock Shares purchased by Subscriber in the Company’s IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 3 contracts
Samples: Securities Subscription Agreement (CF Corp), Securities Subscription Agreement (GEF Acquisition Corp), Securities Subscription Agreement (GEF Acquisition Corp)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative(s) of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit surrender for cancellation any and all rights to such number of Shares (up to an aggregate of 750,000 468,750 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeituresurrender, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares ordinary shares issuable upon exercise of any warrants or any Common Stock ordinary shares purchased by Subscriber in the Company’s IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares ordinary shares of the Company immediately following the IPO.
Appears in 3 contracts
Samples: Securities Subscription Agreement (BCLS Acquisition Corp.), Securities Subscription Agreement (ARYA Sciences Acquisition Corp III), Securities Subscription Agreement (ARYA Sciences Acquisition Corp II)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative(s) of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 562,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares ordinary shares issuable upon exercise of any warrants or any Common Stock ordinary shares purchased by Subscriber in the Company’s IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares ordinary shares of the Company immediately following the IPO.
Appears in 3 contracts
Samples: Securities Subscription Agreement (Fifth Wall Acquisition Corp. III), Securities Subscription Agreement (Fifth Wall Acquisition Corp. II), Securities Subscription Agreement (Population Health Investment Co., Inc.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, each of the Subscriber Subscribers acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) such Subscriber shall forfeit any and all rights to such number of Shares (on a pro rata basis up to an aggregate of 750,000 150,000 Shares and pro rata based upon the percentage of the Over-allotment Option not exercised) such that immediately following such forfeiture, the Subscriber (Subscribers and all other initial stockholders prior to the IPO, if any) IPO will own an aggregate number of Shares, Ordinary Shares (not including Shares ordinary shares issuable upon exercise of any warrants or any Common Stock shares purchased by Subscriber Subscribers in the Company’s IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Ordinary Shares of the Company immediately following the IPO.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Infinity China 1 Acquisition Corp), Securities Purchase Agreement (Infinity China 2 Acquisition Corp)
Partial or No Exercise of the Over-allotment Option. In the event that the Over-allotment Option granted to the representative(s) of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit surrender for cancellation any and all rights to such number of Shares (up to an aggregate of 750,000 1,125,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) for no consideration, such that immediately following such forfeituresurrender, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares ordinary shares issuable upon exercise of any warrants or any Common Stock ordinary shares subscribed for and purchased by Subscriber in the Company’s IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares ordinary shares of the Company immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (Peridot Acquisition Corp. III), Securities Subscription Agreement (Peridot Acquisition Corp. III)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and and/or any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 1,000,000 Shares (as such amount may be adjusted for share splits, share dividends, reorganizations, recapitalizations and the like) and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders of the Company prior to the IPO, if any) will own an aggregate number of Shares, not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket equal to 2025% of the issued and outstanding Shares immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (LAMF Global Ventures Corp. I), Securities Subscription Agreement (10X Capital Venture Acquisition Corp. II)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative(s) of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 1,312,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares ordinary shares issuable upon exercise of any warrants or any Common Stock ordinary shares subscribed for and purchased by Subscriber in the Company’s IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares ordinary shares of the Company immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (Leo Holdings III Corp.), Securities Subscription Agreement (Leo Holdings Corp. II)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 562,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including any placement Units that are expected to be purchased at the closing of the IPO, Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (Relativity Acquisition Corp), Securities Subscription Agreement (Stable Road Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (orand, if applicable, it and any transferees transferee of Shares) shall automatically forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 937,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if anyany such transferees) will own an aggregate number of Shares, not Shares (including Shares issuable upon exercise of any warrants or Class A ordinary shares issued pursuant to the underwriter’s over-allotment option and excluding the private placement units and any Common Stock securities purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 2020.0 % of the issued and outstanding Ordinary Shares immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (Artius II Acquisition Inc.), Securities Subscription Agreement (Artius II Acquisition Inc.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of the Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares shares of Common Stock issuable upon exercise of any warrants or any Common Stock purchased by the Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares shares of Common Stock immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (Riverview Acquisition Corp.), Securities Subscription Agreement (Riverview Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 937,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if anyany such transferees) will own an aggregate number of Shares, Shares (not including Shares issuable upon exercise of any warrants or any Common Stock purchased by the Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares Common Stock immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (Alexandria Agtech/Climate Innovation Acquisition Corp.), Securities Subscription Agreement (Anzu Special Acquisition Corp I)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 937,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, not including Shares any common stock of the Company issuable upon exercise of any warrants or any Common Stock common stock of the Company purchased by Subscriber in the IPO or in the aftermarket aftermarket, equal to 20% of the issued and outstanding Shares shares of common stock of the Company immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (Bilander Acquisition Corp.), Securities Subscription Agreement (Galliot Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 1,875,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares Common Stock immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (Hamilton Lane Alliance Holdings I, Inc.), Securities Subscription Agreement (Equity Distribution Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 187,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including any placement Units that are expected to be purchased at the closing of the IPO, Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (Welsbach Technology Metals Acquisition Corp.), Securities Subscription Agreement (Brookline Capital Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative(s) of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 843,750 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares Common Stock issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares Common Stock immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (HumanCo Acquisition Corp.), Securities Subscription Agreement (HumanCo Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 1,250,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including any placement Units that are expected to be purchased at the closing of the IPO, Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 2025% of the issued and outstanding Shares immediately following the IPO.
Appears in 2 contracts
Samples: Subscription Agreement (ShoulderUP Technology Acquisition Corp.), Securities Subscription Agreement (Athena Technology Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 843,750 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares shares issuable upon the exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares Common Stock immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (LF Capital Acquisition Corp. II), Securities Subscription Agreement (LF Capital Acquisition Corp. II)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of the Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 Shares and pro rata based upon the percentage of the Over-allotment Allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares Common Stock immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (KnightSwan Acquisition Corp), Securities Subscription Agreement (G&P Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 937,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, not including Shares issuable upon exercise of any warrants or any Common Stock common stock of the Company purchased by Subscriber in the IPO or in the aftermarket equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (BurTech Acquisition Corp.), Securities Subscription Agreement (BurTech Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (orand, if applicable, it and any transferees transferee of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 385,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if anyany such transferees) will own an aggregate number of Shares, Shares (not including Ordinary Shares underlying the private placement units to be issued to the Subscriber or Ordinary Shares issuable upon exercise of any warrants or any Common Stock securities purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Ordinary Shares immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (Metal Sky Acquisition Corp), Securities Subscription Agreement (Alpha Star Acquisition Corp)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 375,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, not including Shares issuable upon exercise of any warrants or any Common Stock Shares purchased by Subscriber in the IPO or in the aftermarket equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (Evergreen Corp), Securities Subscription Agreement (Technology & Telecommunication Acquisition Corp)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 1,125,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including any placement Units that are expected to be purchased at the closing of the IPO, Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (Silverbox Engaged Merger Corp I), Securities Subscription Agreement (Aequi Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative(s) of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit surrender for cancellation any and all rights to such number of Shares (up to an aggregate of 750,000 896,103 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeituresurrender, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares ordinary shares issuable upon exercise of any warrants or any Common Stock ordinary shares purchased by Subscriber in the Company’s IPO or in the aftermarket aftermarket) equal to 2023% of the issued and outstanding Shares ordinary shares of the Company immediately following the IPO.
Appears in 2 contracts
Samples: Subscription Agreement (Spark I Acquisition Corp), Subscription Agreement (Spark I Acquisition Corp)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (orand, if applicable, it and any transferees transferee of Shares) shall forfeit any and all rights to such number of Class B Shares (up to an aggregate of 750,000 375,000 Class B Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and any such transferees and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Class A Shares issuable upon exercise of any warrants or any Common Stock securities purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (CHW Acquisition Corp), Securities Subscription Agreement (CHW Acquisition Corp)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and and/or any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 656,250 Shares (as such amount may be adjusted for share splits, share dividends, reorganizations, recapitalizations and the like) and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders of the Company prior to the IPO, if any) will own an aggregate number of Shares, not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (Henley Park Acquisition Corp.), Securities Subscription Agreement (AMCI Acquisition Corp. II)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative(s) of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit surrender for cancellation any and all rights to such number of Shares (up to an aggregate of 750,000 937,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeituresurrender, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares ordinary shares issuable upon exercise of any warrants or any Common Stock ordinary shares purchased by Subscriber in the Company’s IPO or in the aftermarket aftermarket) equal to 2020.0% of the issued and outstanding Shares ordinary shares of the Company immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (Generation Asia I Acquisition LTD), Securities Subscription Agreement (EJF Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 843,750 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (Class Acceleration Corp.), Securities Subscription Agreement (SCP & CO Healthcare Acquisition Co)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 233,382 Shares and pro rata based upon the percentage of the Over-allotment Allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares issuable upon exercise of any warrants or any Common Stock Ordinary Shares purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Ordinary Shares immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (Andretti Acquisition Corp.), Securities Subscription Agreement (Andretti Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative(s) of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it (orit, or if applicable, it and any transferees transferee of any Shares) , shall forfeit surrender for cancellation any and all rights to such number of Shares (up to an aggregate of 750,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeituresurrender, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares ordinary shares issuable upon exercise of any warrants or any Common Stock ordinary shares purchased by Subscriber in the Company’s IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares ordinary shares of the Company immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (Israel Acquisitions Corp), Securities Subscription Agreement (L Catterton Latin America Acquisition Corp)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative(s) of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit surrender for cancellation any and all rights to such number of Shares (up to an aggregate of 750,000 487,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeituresurrender, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares ordinary shares issuable upon exercise of any warrants or any Common Stock ordinary shares purchased by Subscriber in the Company’s IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares ordinary shares of the Company immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (ARYA Sciences Acquisition Corp V), Securities Subscription Agreement (ARYA Sciences Acquisition Corp IV)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 1,125,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares issuable upon exercise of any warrants or any Common Stock Ordinary Shares purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Ordinary Shares immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (Waverley Capital Acquisition Corp. 1), Securities Subscription Agreement (Altimar Acquisition Corp. II)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (orand, if applicable, it and any transferees transferee of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 225,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if anyany such transferees) will own an aggregate number of Shares, Shares (not including Ordinary Shares underlying the private placement units to be issued to the Subscriber or Ordinary Shares issuable upon exercise of any warrants or any Common Stock securities purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Ordinary Shares immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (Giant Oak Acquisition Corp), Securities Subscription Agreement (Expectation Acquisition Corp)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 562,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket or shares owed to the Underwriters equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (Armada Acquisition Corp. I), Securities Subscription Agreement (Armada Acquisition Corp. I)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 1,312,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares issuable upon exercise of any warrants or any Common Stock securities purchased by Subscriber in the Company’s IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (Pace Holdings Corp.), Securities Subscription Agreement (Paceline Holdings Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (orand, if applicable, it and any transferees transferee of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 281,250 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if anyany such transferees) will own an aggregate number of Shares, Shares (not including Ordinary Shares underlying the private placement units to be issued to the Subscriber or Ordinary Shares issuable upon exercise of any warrants or any Common Stock securities purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Ordinary Shares immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (Bull Horn Holdings Corp.), Securities Subscription Agreement (Bull Horn Holdings Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 1,500,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares issuable upon exercise of any warrants or any Common Stock Ordinary Shares purchased by Subscriber in the IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Ordinary Shares immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (Marlin Technology Corp.), Securities Subscription Agreement (Turmeric Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative(s) of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares shares of Common Stock issuable upon exercise of any warrants or any shares of Common Stock purchased by Subscriber in the IPO IPO, in a private placement in connection with the IPO, or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares shares of Common Stock immediately following the IPO.”
Appears in 2 contracts
Samples: Securities Subscription Agreement (7 Acquisition Corp), Securities Subscription Agreement (Focus Impact Acquisition Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative(s) of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit surrender for cancellation any and all rights to such number of Shares (up to an aggregate of 750,000 1,500,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeituresurrender, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares, Shares (not including Shares ordinary shares issuable upon exercise of any warrants or any Common Stock ordinary shares subscribed for and purchased by Subscriber in the Company’s IPO or in the aftermarket aftermarket) equal to 20% of the issued and outstanding Shares ordinary shares of the Company immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (Peridot Acquisition Corp. II), Securities Subscription Agreement (AEA-Bridges Impact Corp.)
Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 750,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares, not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket aftermarket, equal to 20% of the issued and outstanding Shares immediately following the IPO.
Appears in 2 contracts
Samples: Securities Subscription Agreement (Silverman Acquisition Corporation I), Securities Subscription Agreement (Global Consumer Acquisition Corp)