Common use of Private Placement Warrants Clause in Contracts

Private Placement Warrants. The Warrant Agent shall not register any transfer of Private Placement Warrants until the 31st day after the consummation by the Company of an initial Business Combination, except for transfers (i) to the Company’s executive officers or directors, any affiliates or family members of any of the Company’s executive officers or directors, any members of the Sponsor or any affiliates or family members of members of the Sponsor, or any affiliates (or their employees) of the Sponsor, (ii) in the case of an individual, by gift to a member of the individual’s immediate family or to a trust, the beneficiary of which is a member of the individual’s immediate family, an affiliate of such person or to a charitable organization; (iii) in the case of an individual, by virtue of laws of descent and distribution upon death of the individual; (iv) in the case of an individual, pursuant to a qualified domestic relations order; (v) by private sales or transfers made in connection with the consummation of a Business Combination at prices no greater than the price at which the Private Placement Warrants were originally purchased; (vi) in the case of an entity, as a distribution to its partners, shareholders or members upon its liquidation; (vii) to the Company for no value for cancellation; or (viii) by virtue of the laws of Delaware or the Sponsor’s limited liability company agreement upon dissolution of the Sponsor or any holder (each a “permitted transferee”); provided, however, that in the case of clauses (i) through (vi) and (viii) such permitted transferees must enter into a written agreement agreeing to be bound by the transfer restrictions set forth herein.

Private Placement Warrants. The Warrant Agent shall not register any transfer of Private Placement Warrants until the 31st day after the consummation by the Company of an initial Business Combination, except for transfers (ia) to the Company’s executive officers or directors, any affiliates or family members of any of the Company’s executive officers or directors, any members of the Sponsor or any affiliates or family members of members partners of the Sponsor, or any affiliates (or their employees) of the SponsorSponsor or any of its members or partners, or Ladenburg’s or any underwriter’s officers, directors and direct and indirect equityholders; (iib) in the case of an individual, by gift to a member of one of the members of the individual’s immediate family or to a trust, the beneficiary of which is a member of one of the individual’s immediate family, an affiliate of such person or to a charitable organization; (iiic) in the case of an individual, by virtue of laws of descent and distribution upon death of the individual; (ivd) in the case of an individual, pursuant to a qualified domestic relations order; (ve) by private sales or transfers made in connection with the consummation of a Business Combination at prices no greater than the price at which the Private Placement Warrants were originally purchased; (vif) in the case event of an entity, as a distribution Company liquidation prior to its partners, shareholders or members upon its liquidationa completion of a Business Combination; (viig) to the Company for no value for cancellation; or (viiih) by virtue of the laws of Delaware or the Sponsor’s limited liability company agreement upon dissolution either of the Sponsor or any holder (each a “permitted transferee”)Sponsors’ operating agreements; provided, however, that in the case of clauses (ia) through (vif) and (viiih) such these permitted transferees must enter into a written agreement agreeing to be bound by the these transfer restrictions set forth hereinrestrictions.

Private Placement Warrants. The Warrant Agent shall not register any transfer of Private Placement Warrants until the 31st day after the consummation by the Company of an initial Business Combination, except for transfers (ia) to the Company’s executive officers or directors, any affiliates or family members of any of the Company’s executive officers or directors, any members of the Sponsor or any affiliates or family members of members partners of the Sponsor, or any affiliates (or their employees) of the SponsorSponsor or any of its members or partners, or CF & Co.’s officers, directors and direct and indirect equityholders; (iib) in the case of an individual, by gift to a member of one of the members of the individual’s immediate family or to a trust, the beneficiary of which is a member of one of the individual’s immediate family, an affiliate of such person or to a charitable organization; (iiic) in the case of an individual, by virtue of laws of descent and distribution upon death of the individual; (ivd) in the case of an individual, pursuant to a qualified domestic relations order; (ve) by private sales or transfers made in connection with the consummation of a Business Combination at prices no greater than the price at which the Private Placement Warrants were originally purchased; (vif) in the case event of an entity, as a distribution Company liquidation prior to its partners, shareholders or members upon its liquidationa completion of a Business Combination; (viig) to the Company for no value for cancellation; or (viiih) by virtue of the laws of Delaware or the Sponsor’s limited liability company agreement upon dissolution either of the Sponsor or any holder (each a “permitted transferee”)Sponsors’ operating agreements; provided, however, that in the case of clauses (ia) through (vie) and (viii) such these permitted transferees must enter into a written agreement agreeing to be bound by the these transfer restrictions set forth hereinrestrictions.

Private Placement Warrants. The Warrant Agent shall not register any transfer of Private Placement Warrants until the 31st day after the consummation by the Company of an initial Business Combination, except for transfers (i) to the Company’s executive officers or directors, any affiliates or family members of any of the Company’s executive officers or directors, any members of the Sponsor or any affiliates or family members of members of the Sponsor, or any affiliates (or their employees) of the Sponsor, (ii) in the case of an individual, by gift to a member of the individual’s immediate family or to a trust, the beneficiary of which is a member of the individual’s immediate family, an affiliate of such person or to a charitable organization; (iii) in the case of an individual, by virtue of laws of descent and distribution upon death of the individual; (iv) in the case of an individual, pursuant to a qualified domestic relations order; (v) by private sales or transfers made in connection with the consummation of a Business Combination at prices no greater than the price at which the Private Placement Warrants were originally purchased; (vi) in the case of an entity, as a distribution to its partners, shareholders or members upon its liquidation; (vii) to the Company for no value for cancellation; or (viiivii) by virtue of the laws of Delaware or the Sponsor’s limited liability company agreement upon dissolution of the Sponsor or any holder (each a “permitted transferee”); provided, however, that in the case of clauses (i) through (viv) and (viiivii) such permitted transferees must enter into a written agreement agreeing to be bound by the transfer restrictions set forth herein.

Private Placement Warrants. The Warrant Agent shall not register any transfer of Private Placement Warrants until the 31st day after the consummation by the Company of an initial Business Combination, except for transfers (ia) to the Company’s executive officers or directors, any affiliates or family members of any of the Company’s executive officers or directors, any members of the Sponsor or any affiliates or family members of members partners of the Sponsor, or any affiliates (or their employees) of the SponsorSponsor or any of its members or partners, or Ladenburg’s or any underwriter’s officers, directors and direct and indirect equityholders; (iib) in the case of an individual, by gift to a member of one of the members of the individual’s immediate family or to a trust, the beneficiary of which is a member of one of the individual’s immediate family, an affiliate of such person or to a charitable organization; (iiic) in the case of an individual, by virtue of laws of descent and distribution upon death of the individual; (ivd) in the case of an individual, pursuant to a qualified domestic relations order; (ve) by private sales or transfers made in connection with the consummation of a Business Combination at prices no greater than the price at which the Private Placement Warrants were originally purchased; (vif) in the case event of an entity, as a distribution Company liquidation prior to its partners, shareholders or members upon its liquidationa completion of a Business Combination; (viig) to the Company for no value for cancellation; or (viiih) by virtue of the laws of Delaware or the Sponsor’s limited liability company agreement upon dissolution either of the Sponsor or any holder (each a “permitted transferee”)Sponsors’ operating agreements; provided, however, that in the case of clauses (ia) through (vie) and (viii) such these permitted transferees must enter into a written agreement agreeing to be bound by the these transfer restrictions set forth hereinrestrictions.