Common use of Placement Warrants and Repurchased Public Warrants Clause in Contracts

Placement Warrants and Repurchased Public Warrants. The Placement Warrants and Repurchased Public Warrants shall be identical to the Public Warrants, except that (i) so long as they are held by Xxxxxx, the Sponsor or Cowen, members of the Sponsor, partners of Cowen or any of their Permitted Transferees (as defined below), the Placement Warrants and Repurchased Public Warrants (x) may be exercised for cash or on a cashless basis, pursuant to subsection 3.3.1(c) hereof, (y) may not be transferred, assigned or sold until thirty (30) days after the completion by the Company of an initial Business Combination (as defined below); provided that any Placement Warrants held by Cowen or any of its “related persons” under the rules of the Financial Industry Regulatory Authority shall not be sold during the Offering or sold, transferred, assigned, pledged, or hypothecated, or be the subject of any hedging, short sale, derivative, put, or call transaction that would result in the effective economic disposition of any such Placement Warrants by any person for a period of 180 days immediately following the date of effectiveness of the Registration Statement, and (z) shall not be redeemable by the Company, and (ii) the Placement Warrants issued to Cowen, so long as such Placement Warrants are held by Cowen or any of its “related persons” under the rules of the Financial Industry Regulatory Authority (“Cowen Held Warrants”), shall expire five years from the date of effectiveness of the Registration Statement (not five years from the consummation of the initial Business Combination) or earlier upon liquidation; provided, however, that in the case of the Placement Warrants and Repurchased Public Warrants and any shares of Common Stock held by Xxxxxx, the Sponsor, members of the Sponsor or partners of Cowen and issued upon exercise of the Placement Warrants and Repurchased Public Warrants may be transferred by Xxxxxx, the Sponsor, members of the Sponsor or partners of Cowen:

Appears in 6 contracts

Samples: Warrant Agreement (Chart Acquisition Corp.), Warrant Agreement (Chart Acquisition Corp.), Warrant Agreement (Chart Acquisition Group LLC)

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Placement Warrants and Repurchased Public Warrants. The Placement Warrants and Repurchased Public Warrants shall be identical to the Public Warrants, except that (i) so long as they are held by Xxxxxx, the Sponsor or Cowen, members of the Sponsor, partners of Cowen or any of their Permitted Transferees (as defined below), the Placement Warrants and Repurchased Public Warrants (x) may be exercised for cash or on a cashless basis, pursuant to subsection 3.3.1(c) hereof, (y) may not be transferred, assigned or sold until thirty (30) days after the completion by the Company of an initial Business Combination (as defined below); ) provided that Cowen will not in any Placement Warrants held by Cowen or event be permitted to sell any of its “related persons” under the rules of the Financial Industry Regulatory Authority shall not be sold during the Offering or sold, transferred, assigned, pledged, or hypothecated, or be the subject of any hedging, short sale, derivative, put, or call transaction that would result in the effective economic disposition of any such Placement Warrants by any person for a period of or Repurchased Public Warrants prior to the date 180 days immediately following the date of effectiveness completion of the Registration StatementOffering, and (z) shall not be redeemable by the Company, and (ii) the Placement Warrants issued to CowenCowen and any Repurchased Public Warrants, so long as such Placement Warrants are held by Cowen or any of its “related persons” under the rules of the Financial Industry Regulatory Authority (“Cowen Held Warrants”), shall expire five years from the date of effectiveness of the Registration Statement (not five years from the consummation of the initial Business Combination) or earlier upon liquidation; provided, however, that in the case of the Placement Warrants and Repurchased Public Warrants and any shares of Common Stock held by Xxxxxx, the Sponsor, members of the Sponsor or partners of Cowen and issued upon exercise of the Placement Warrants and Repurchased Public Warrants may be transferred by Xxxxxx, the Sponsor, members of the Sponsor or partners of Cowen:

Appears in 1 contract

Samples: Warrant Agreement (Chart Acquisition Corp.)

Placement Warrants and Repurchased Public Warrants. The Placement Warrants and Repurchased Public Warrants shall be identical to the Public Warrants, except that (i) so long as they are held by XxxxxxWxxxxx, the Sponsor or Cowen, members of the Sponsor, partners of Cowen or any of their Permitted Transferees (as defined below), the Placement Warrants and Repurchased Public Warrants (x) may be exercised for cash or on a cashless basis, pursuant to subsection 3.3.1(c) hereof, (y) may not be transferred, assigned or sold until thirty (30) days after the completion by the Company of an initial Business Combination (as defined below); provided that any Placement Warrants held by Cowen or any of its “related persons” under the rules of the Financial Industry Regulatory Authority shall not be sold during the Offering or sold, transferred, assigned, pledged, or hypothecated, or be the subject of any hedging, short sale, derivative, put, or call transaction that would result in the effective economic disposition of any such Placement Warrants by any person for a period of 180 days immediately following the date of effectiveness of the Registration Statement, and (z) shall not be redeemable by the Company, and (ii) the Placement Warrants issued to Cowen, so long as such Placement Warrants are held by Cowen or any of its “related persons” under the rules of the Financial Industry Regulatory Authority (“Cowen Held Warrants”), shall expire five years from the date of effectiveness of the Registration Statement (not five years from the consummation of the initial Business Combination) or earlier upon liquidation; provided, however, that in the case of the Placement Warrants and Repurchased Public Warrants and any shares of Common Stock held by XxxxxxWxxxxx, the Sponsor, members of the Sponsor or partners of Cowen and issued upon exercise of the Placement Warrants and Repurchased Public Warrants may be transferred by XxxxxxWxxxxx, the Sponsor, members of the Sponsor or partners of Cowen:

Appears in 1 contract

Samples: Warrant Agreement (Chart Acquisition Group LLC)

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Placement Warrants and Repurchased Public Warrants. The Placement Warrants and Repurchased Public Warrants shall be identical to the Public Warrants, except that (i) so long as they are held by Xxxxxx, the Sponsor or Cowen, members of the Sponsor, partners of Cowen or any of their Permitted Transferees (as defined below), the Placement Warrants and Repurchased Public Warrants (x) may be exercised for cash or on a cashless basis, pursuant to subsection 3.3.1(c) hereof, (y) may not be transferred, assigned or sold until thirty (30) days after the completion by the Company of an initial Business Combination (as defined below); ) provided that any Placement Warrants or Repurchased Public Warrants held by Cowen or any of its “related persons” under the rules of the Financial Industry Regulatory Authority shall not be sold during the Offering or sold, transferred, assigned, pledged, or hypothecated, or be the subject of any hedging, short sale, derivative, put, or call transaction that would result in the effective economic disposition of any such Placement Warrants or Repurchased Public Warrants by any person for a period of 180 days immediately following the date of effectiveness of the Registration Statement, and (z) shall not be redeemable by the Company, and (ii) the Placement Warrants issued to CowenCowen and any Repurchased Public Warrants, so long as such Placement Warrants or Repurchased Public Warrants are held by Cowen or any of its “related persons” under the rules of the Financial Industry Regulatory Authority (“Cowen Held Warrants”), shall expire five years from the date of effectiveness of the Registration Statement (not five years from the consummation of the initial Business Combination) or earlier upon liquidation; provided, however, that in the case of the Placement Warrants and Repurchased Public Warrants and any shares of Common Stock held by Xxxxxx, the Sponsor, members of the Sponsor or partners of Cowen and issued upon exercise of the Placement Warrants and Repurchased Public Warrants may be transferred by Xxxxxx, the Sponsor, members of the Sponsor or partners of Cowen:

Appears in 1 contract

Samples: Warrant Agreement (Chart Acquisition Corp.)

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