Common use of Private Placement Warrants Clause in Contracts

Private Placement Warrants. The Private Placement Warrants shall be identical to the Public Warrants, except that (i) the Private Placement Warrants may be exercised for cash or on a “cashless basis,” pursuant to subsection 3.3.1(c) hereof, (ii) the Private Placement Warrants (and Ordinary Shares issuable upon exercise of the Private Placement Warrants) may be subject to certain transfer restrictions contained in the letter agreement by and among the Company, the Sponsor and any other parties thereto, as amended from time to time, including that any permitted transferees must enter into a written agreement with the Company agreeing to be bound by the transfer restrictions contained in such letter agreement, and (iii) the Private Placement Warrants shall not be redeemable by the Company pursuant to Section 6.1 hereof. The Private Placement Warrants shall not become Public Warrants as a result of any transfer of the Private Placement Warrants, regardless of the transferee.

Appears in 13 contracts

Samples: Warrant Agreement (Israel Acquisitions Corp), Warrant Agreement (Israel Acquisitions Corp), Warrant Agreement (Israel Acquisitions Corp)

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Private Placement Warrants. The Private Placement Warrants shall be identical to the Public Warrants, except that (i) the Private Placement Warrants may be exercised for cash or on a “cashless basis,” pursuant to subsection 3.3.1(c) hereof, (ii) the Private Placement Warrants (and Ordinary Shares shares of Common Stock issuable upon exercise of the Private Placement Warrants) may be subject to certain transfer restrictions contained in the letter agreement by and among the Company, the Sponsor and any other parties thereto, as amended from time to time, including that any permitted transferees must enter into a written agreement with the Company agreeing to be bound by the transfer restrictions contained in such letter agreement, and (iii) the Private Placement Warrants shall not be redeemable by the Company pursuant to Section 6.1 hereof. The Private Placement Warrants shall not become Public Warrants as a result of any transfer of the Private Placement Warrants, regardless of the transferee.

Appears in 3 contracts

Samples: Warrant Agreement (Clean Earth Acquisitions Corp.), Warrant Agreement (Clean Earth Acquisitions Corp.), Warrant Agreement (Clean Earth Acquisitions Corp.)

Private Placement Warrants. The Private Placement Warrants shall be identical to the Public Warrants, except that (i) the Private Placement Warrants may be exercised for cash or on a “cashless basis,” pursuant to subsection 3.3.1(c) hereof, (ii) the Private Placement Warrants (and the Ordinary Shares issuable upon exercise of the Private Placement Warrants) Warrants may be subject to certain transfer restrictions contained in the letter agreement by and among the Company, the Sponsor and any the other parties thereto, as amended from time to time, including that any permitted transferees must enter into a written agreement with the Company agreeing to be bound by the transfer restrictions contained in such letter agreement, and (iii) the Private Placement Warrants shall not be redeemable by the Company pursuant to Section 6.1 hereofhereof and (iv) the holders of the Private Placement Warrants (including the Class A Ordinary Shares issuable upon exercise of such warrants) may be entitled to certain registration rights. The Private Placement Warrants shall not become Public Warrants as a result of any transfer of the Private Placement Warrants, regardless of the transferee.

Appears in 3 contracts

Samples: Warrant Agreement (Jackson Acquisition Co II), Warrant Agreement (GP-Act III Acquisition Corp.), Warrant Agreement (GP-Act III Acquisition Corp.)

Private Placement Warrants. The Private Placement Warrants shall be identical to the Public Warrants, except that (i) the Private Placement Warrants may be exercised for cash or on a “cashless basis,” pursuant to subsection Section 3.3.1(c) hereof, (ii) the Private Placement Warrants (and Ordinary Shares Class A ordinary shares issuable upon exercise of the Private Placement Warrants) may be subject to certain transfer restrictions contained in the letter agreement by and among the Company, the Sponsor and any other parties thereto, as amended from time to time, including that any permitted transferees must enter into a written agreement with the Company agreeing to be bound by the transfer restrictions contained in such letter agreement, and (iii) the Private Placement Warrants shall not be redeemable by the Company pursuant to Section 6.1 hereof. The Private Placement Warrants shall not become Public Warrants as a result of any transfer of the Private Placement Warrants, regardless of the transferee.

Appears in 3 contracts

Samples: Warrant Agreement (Aurora Technology Acquisition Corp.), Warrant Agreement (Aurora Technology Acquisition Corp.), Warrant Agreement (Aurora Technology Acquisition Corp.)

Private Placement Warrants. The Private Placement Warrants shall be identical to the Public Warrants, except that (i) the Private Placement Warrants may be exercised for cash or on a “cashless basis,” pursuant to subsection 3.3.1(c) hereof, (ii) the Private Placement Warrants (and Ordinary Shares issuable upon exercise of the Private Placement Warrants) may be subject to certain transfer restrictions contained in the letter agreement by and among between the Company, Company and each of the Sponsor and any other parties thereto, as may be amended from time to time, including that any permitted transferees must enter into a written agreement with the Company agreeing to be bound by the transfer restrictions contained in such letter agreement, and (iii) the Private Placement Warrants shall not be redeemable by the Company pursuant to Section 6.1 hereofhereof and (iv) the holders of the Private Placement Warrants (including the shares of Class A common stock issuable upon exercise of such warrants) may be entitled to certain registration rights. The Private Placement Warrants shall not become Public Warrants as a result of any transfer of the Private Placement Warrants, regardless of the transfereeWarrants and shall remain non-redeemable.

Appears in 3 contracts

Samples: Warrant Agreement (Consilium Acquisition Corp I, Ltd.), Warrant Agreement (EVe Mobility Acquisition Corp), Warrant Agreement (Consilium Acquisition Corp I, Ltd.)

Private Placement Warrants. The Private Placement Warrants shall be identical to the Public Warrants, except that (i) the Private Placement Warrants may be exercised for cash or on a “cashless basis,” pursuant to subsection 3.3.1(c) hereof, (ii) the Private Placement Warrants (and Ordinary Shares shares of Common Stock issuable upon exercise of the Private Placement Warrants) may be subject to certain transfer restrictions contained in the letter agreement by and among between the Company, Company and each of the Sponsor and any other parties thereto, as may be amended from time to time, including that any permitted transferees must enter into a written agreement with the Company agreeing to be bound by the transfer restrictions contained in such letter agreement, and (iii) the Private Placement Warrants shall not be redeemable by the Company pursuant to Section 6.1 hereof. The Private Placement Warrants shall not become Public Warrants as a result of any transfer hereof and (iv) the holders of the Private Placement Warrants, regardless Warrants (including the shares of the transfereeClass A common stock issuable upon exercise of such warrants) are entitled to registration rights.

Appears in 3 contracts

Samples: Warrant Agreement (VMG Consumer Acquisition Corp.), Warrant Agreement (VMG Consumer Acquisition Corp.), Warrant Agreement (Revolution Acceleration Acquisition Corp II)

Private Placement Warrants. The Private Placement Warrants shall be identical to the Public Warrants, except that (i) the Private Placement Warrants may be exercised for cash or on a “cashless basis,” pursuant to subsection 3.3.1(c) hereof, (ii) the Private Placement Warrants (and Ordinary Shares the Class A ordinary shares issuable upon exercise of the Private Placement Warrants) Warrants may be subject to certain transfer restrictions contained in the letter agreement by and among the Company, the Sponsor and any the other parties thereto, as amended from time to time, including that any permitted transferees must enter into a written agreement with the Company agreeing to be bound by the transfer restrictions contained in such letter agreement, and (iii) the Private Placement Warrants shall not be redeemable by the Company pursuant to Section 6.1 hereofhereof and (iv) the holders of the Private Placement Warrants (including the Class A ordinary shares issuable upon exercise of such warrants) may be entitled to certain registration rights. The Private Placement Warrants shall not become Public Warrants as a result of any transfer of the Private Placement Warrants, regardless of the transferee.

Appears in 2 contracts

Samples: Warrant Agreement (Black Spade Acquisition II Co), Warrant Agreement (Black Spade Acquisition II Co)

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Private Placement Warrants. The Private Placement Warrants and Representative Warrants shall be identical to the Public Warrants, except that that: (i) the Private Placement Warrants and Representative Warrants may be exercised for cash or on a “cashless basis,” pursuant to subsection 3.3.1(c) hereof, (ii) the Private Placement Warrants (and the Ordinary Shares issuable upon exercise of the Private Placement Warrants) Warrants may be subject to certain transfer restrictions contained in the letter agreement by and among the Company, the Sponsor and any the other parties thereto, as amended from time to time, including that any permitted transferees must enter into a written agreement with the Company agreeing to be bound by the transfer restrictions contained in such letter agreement, and (iii) the Private Placement Warrants and Representative Warrants shall not be redeemable by the Company pursuant to Section 6.1 hereofhereof and (iv) the holders of the Private Placement Warrants and Representative Warrants (including the Class A ordinary shares issuable upon exercise of such warrants) may be entitled to certain registration rights. The Private Placement Warrants and Representative Warrants shall not become Public Warrants as a result of any transfer of the Private Placement Warrants or Representative Warrants, regardless of the transferee.

Appears in 2 contracts

Samples: Warrant Agreement (AXIOS Sustainable Growth Acquisition Corp), Warrant Agreement (AXIOS Sustainable Growth Acquisition Corp)

Private Placement Warrants. The Private Placement Warrants shall be identical to the Public Warrants, except that that: (i) the Private Placement Warrants may be exercised for cash or on a “cashless basis,” pursuant to subsection 3.3.1(c) hereof, (ii) the Private Placement Warrants (and the Ordinary Shares issuable upon exercise of the Private Placement Warrants) Warrants may be subject to certain transfer restrictions contained in the letter agreement by and among the Company, the Sponsor and any the other parties thereto, as amended from time to time, including that any permitted transferees must enter into a written agreement with the Company agreeing to be bound by the transfer restrictions contained in such letter agreement, and (iii) the Private Placement Warrants shall not be redeemable by the Company pursuant to Section 6.1 hereofhereof and (iv) the holders of the Private Placement Warrants (including the Class A ordinary shares issuable upon exercise of such warrants) may be entitled to certain registration rights. The Private Placement Warrants shall not become Public Warrants as a result of any transfer of the Private Placement Warrants, regardless of the transferee.

Appears in 2 contracts

Samples: Warrant Agreement (Perception Capital Corp. II), Warrant Agreement (Perception Capital Corp. II)

Private Placement Warrants. The Private Placement Warrants shall be identical to the Public Warrants, except that (i) the Private Placement Warrants may be exercised for cash or on a “cashless basis,” pursuant to subsection 3.3.1(c) hereof, (ii) the Private Placement Warrants (and Ordinary Shares issuable upon exercise of the Private Placement Warrants) may be subject to certain transfer restrictions contained in the letter agreement by and among the Company, the Sponsor Sponsor, the Investors and any other parties thereto, as amended from time to time, including that any permitted transferees must enter into a written agreement with the Company agreeing to be bound by the transfer restrictions contained in such letter agreement, and (iii) the Private Placement Warrants shall not be redeemable by the Company pursuant to Section 6.1 hereof. The Private Placement Warrants shall not become Public Warrants as a result of any transfer of the Private Placement Warrants, regardless of the transferee.

Appears in 1 contract

Samples: Warrant Agreement (SHUAA Partners Acquisition Corp I)

Private Placement Warrants. The Private Placement Warrants shall be identical to the Public Warrants, except that (i) the Private Placement Warrants may be exercised for cash or on a “cashless basis,” pursuant to subsection 3.3.1(c) hereof, (ii) the Private Placement Warrants (and Ordinary Shares issuable upon exercise of the Private Placement Warrants) may be subject to certain transfer restrictions contained in the letter agreement by and among the Company, the Sponsor Sponsor, BTIG and any other parties thereto, as amended from time to time, including that any permitted transferees must enter into a written agreement with the Company agreeing to be bound by the transfer restrictions contained in such letter agreement, and (iii) the Private Placement Warrants shall not be redeemable by the Company pursuant to Section 6.1 hereof. The Private Placement Warrants shall not become Public Warrants as a result of any transfer of the Private Placement Warrants, regardless of the transferee.

Appears in 1 contract

Samples: Warrant Agreement (SHUAA Partners Acquisition Corp I)

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