Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 (the “Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Initial Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the Company, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form. (ii) On the date of any closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional Private Placement Units, in the same proportion as the amount of the option that is then so exercised, at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Company, the Company, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 2 contracts
Samples: Private Placement Units Purchase Agreement (IB Acquisition Corp.), Private Placement Units Purchase Agreement (IB Acquisition Corp.)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 614,865 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 6,148,650 (the “Purchase Price”). The Purchaser shall pay, which shall be paid at least one (1) business day prior to the IPO Closing Date, the Purchase Price by wire transfer of immediately available funds funds, to accounts designated by the Company, including to the Company trust account (the “Trust Account”), at least one day prior a financial institution to be chosen by the Initial Closing Date Company, maintained by Continental Stock Transfer & Trust Company, acting as trustee, in accordance with the Company’s wiring instructions. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number subject to receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option option, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 67,635 Private Placement UnitsUnits (or, to the extent the over-allotment option is not exercised in full, a lesser number of Private Placement Units in proportion to the same proportion as the amount portion of the over-allotment option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 676,350 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which . The Purchaser shall be paid pay the Over-allotment Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company or the Trust Account (as set forth in the wire instructions), at least one (1) business day prior to such the applicable Over-allotment Closing Date in accordance with the Company’s wiring instructionsDate. It is agreed that on the On each Over-allotment Closing Date, Purchaser will be responsible for purchasing up subject to receipt of funds pursuant to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 2 contracts
Samples: Unit Subscription Agreement (Foresight Acquisition Corp.), Unit Subscription Agreement (Foresight Acquisition Corp.)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 363,000 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 3,630,000 (the “Purchase Price”), which . The Purchaser shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Initial Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of pay the Purchase Price by wire transfer of immediately available funds to the trust account maintained by Continental Stock Transfer & Trust Company, acting as trustee (the “Trust Account”)at least one (1) business day prior to the IPO Closing Date. On the IPO Closing Date, subject to the receipt of funds pursuant to the immediately prior sentence, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any each closing of the over-allotment option option, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 31,500 Private Placement UnitsUnits (or, to the extent the over-allotment option is not exercised in the same full, a lesser number of Private Placement Units in proportion as the amount to portion of the over-allotment option that is then so exercised, ) at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 (if the over-allotment option in connection with the Public Offering is exercised in full) 315,000 (the “Over-allotment Purchase Price”), which . The Purchaser shall be paid pay the Over-allotment Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company Trust Account, at least one (1) business day prior to such the applicable Over-allotment Closing Date in accordance with the Company’s wiring instructionsDate. It is agreed that on the On each Over-allotment Closing Date, Purchaser will be responsible for purchasing up subject to the number receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the CompanyCompany shall, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 2 contracts
Samples: Private Placement Units Purchase Agreement (Trailblazer Merger Corp I), Private Placement Units Purchase Agreement (Trailblazer Merger Corp I)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation closing of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 734,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 7,340,000 (the “Purchase Price”), which . The Purchaser shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Initial Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of pay the Purchase Price by wire transfer of immediately available funds to the Company in accordance with the Company’s wiring instructions. On the Initial Closing Date, upon the payment by the Purchaser of the Purchase Price, the CompanyCompany shall either, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser Purchaser, or effect such delivery in book-entry form.
(ii) On the date of any the closing of the underwriters’ over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” ”, and each Over-allotment Closing Date (if any) and the Initial Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 66,000 Private Placement Units, in the same proportion as the amount of the underwriters’ over-allotment option that is then so exercised, at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 660,000 (if the underwriters’ over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which . The Purchaser shall be paid by wire transfer of immediately available funds to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of pay the Over-allotment Purchase Price by wire transfer of immediately available funds to the Company in accordance with the Company’s wiring instructions. On the Over-allotment Closing Date, upon the payment by the Purchaser of the Over-allotment Purchase Price, the CompanyCompany shall either, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 2 contracts
Samples: Private Placement Units Purchase Agreement (Growth for Good Acquisition Corp), Private Placement Units Purchase Agreement (Growth for Good Acquisition Corp)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 450,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 4,500,000 (the “Purchase Price”). The Purchaser shall pay, which shall be paid at least one (1) business day prior to the IPO Closing Date, the Purchase Price by wire transfer of immediately available funds funds, to accounts designated by the Company, including to the Company trust account (the “Trust Account”), at least one day prior a financial institution to be chosen by the Initial Closing Date Company, maintained by Continental Stock Transfer & Trust Company, acting as trustee, in accordance with the Company’s wiring instructions. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number subject to receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option option, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 45,000 Private Placement UnitsUnits (or, to the extent the over-allotment option is not exercised in full, a lesser number of Private Placement Units in proportion to the same proportion as the amount portion of the over-allotment option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 450,000 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which . The Purchaser shall be paid pay the Over-allotment Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company or the Trust Account (as set forth in the wire instructions), at least one (1) business day prior to such the applicable Over-allotment Closing Date in accordance with the Company’s wiring instructionsDate. It is agreed that on the On each Over-allotment Closing Date, Purchaser will be responsible for purchasing up subject to receipt of funds pursuant to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 2 contracts
Samples: Unit Subscription Agreement (Jackson Acquisition Co II), Unit Subscription Agreement (Jackson Acquisition Co II)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 600,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 6,000,000 (the “Purchase Price”), which . The Purchaser shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Initial Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of pay the Purchase Price by wire transfer of immediately available funds in the following amounts: (i) $2,000,000 to the Company at a financial institution to be chosen by the Company, and (ii) $4,000,000 to the trust account maintained by Continental Stock Transfer & Trust Company, acting as trustee (the “Trust Account”), in each case in accordance with the Company’s wiring instructions, at least one (1) business day prior to the IPO Closing Date. On the IPO Closing Date, subject to the receipt of funds pursuant to the immediately prior sentence, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any the closing of the over-allotment option to purchase additional units, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an the “Over-allotment Option Closing Date,” ”, and each Over-allotment Option Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 60,000 Private Placement UnitsUnits (or, to the extent the option to purchase additional units is not exercised in the same full, a lesser number of Private Placement Units in proportion as the amount to portion of the option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 (if the over-allotment option in connection with the Public Offering is exercised in full) 6,600,000 (the “Over-allotment Option Purchase Price”), which . The Purchaser shall be paid pay the Option Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company Trust Account, at least one (1) business day prior to such Over-allotment the Option Closing Date in accordance with Date. On the Company’s wiring instructions. It is agreed that on the Over-allotment Option Closing Date, Purchaser will be responsible for purchasing up subject to the number receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the CompanyCompany shall, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 2 contracts
Samples: Private Placement Units Purchase Agreement (Frontier Acquisition Corp.), Private Placement Units Purchase Agreement (Frontier Acquisition Corp.)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 135,135 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 1,351,350 (the “Purchase Price”). The Purchaser shall pay, which shall be paid at least one (1) business day prior to the IPO Closing Date, the Purchase Price by wire transfer of immediately available funds funds, to accounts designated by the Company, including to the Company trust account (the “Trust Account”), at least one day prior a financial institution to be chosen by the Initial Closing Date Company, maintained by Continental Stock Transfer & Trust Company, acting as trustee, in accordance with the Company’s wiring instructions. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number subject to receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option option, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 14,865 Private Placement UnitsUnits (or, to the extent the over-allotment option is not exercised in full, a lesser number of Private Placement Units in proportion to the same proportion as the amount portion of the over-allotment option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 148,650 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which . The Purchaser shall be paid pay the Over-allotment Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company or the Trust Account (as set forth in the wire instructions), at least one (1) business day prior to such the applicable Over-allotment Closing Date in accordance with the Company’s wiring instructionsDate. It is agreed that on the On each Over-allotment Closing Date, Purchaser will be responsible for purchasing up subject to receipt of funds pursuant to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 2 contracts
Samples: Unit Subscription Agreement (Foresight Acquisition Corp.), Unit Subscription Agreement (Foresight Acquisition Corp.)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 300,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 3,000,000 (the “Purchase Price”). The Purchaser shall pay, which shall be paid at least one (1) business day prior to the IPO Closing Date, the Purchase Price by wire transfer of immediately available funds funds, to accounts designated by the Company, including to the Company trust account (the “Trust Account”), at least one day prior a financial institution to be chosen by the Initial Closing Date Company, maintained by Continental Stock Transfer & Trust Company, acting as trustee, in accordance with the Company’s wiring instructions. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number subject to receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option option, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 45,000 Private Placement UnitsUnits (or, to the extent the over-allotment option is not exercised in full, a lesser number of Private Placement Units in proportion to the same proportion as the amount portion of the over-allotment option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 450,000 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which . The Purchaser shall be paid pay the Over-allotment Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company or the Trust Account (as set forth in the wire instructions), at least one (1) business day prior to such the applicable Over-allotment Closing Date in accordance with the Company’s wiring instructionsDate. It is agreed that on the On each Over-allotment Closing Date, Purchaser will be responsible for purchasing up subject to receipt of funds pursuant to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 2 contracts
Samples: Unit Subscription Agreement (Jackson Acquisition Co II), Unit Subscription Agreement (Jackson Acquisition Co II)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 810,000 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 8,100,000 (the “Purchase Price”), which . The Purchaser shall be paid pay the Purchase Price by wire transfer of immediately available funds to the Company at least one day prior Company, to the Initial Closing Date trust account at a financial institution to be chosen by the Company, maintained by Continental Stock Transfer & Trust Company, acting as trustee (the “Trust Account”), in accordance with the Company’s wiring instructions, at least two (2) business days prior to the effectiveness date of the Registration Statement. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following upon the payment by the Purchaser of the Purchase Price Price, by wire transfer of immediately available funds to the Company, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any closing of the over-allotment option option, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” ”, and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 75,000 Private Placement UnitsUnits (or, to the extent the over-allotment option is not exercised in full, a lesser number of Private Placement Units in proportion to the same proportion as the amount portion of the over-allotment option that is then so exercised, ) at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 (if the over-allotment option in connection with the Public Offering is exercised in full) 750,000 (the “Over-allotment Purchase Price”), which . The Purchaser shall be paid pay the Over-allotment Purchase Price to the Trust Account by wire transfer of immediately available funds to in accordance with the Company Company’s wiring instructions, at least one (1) business day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following upon the payment by the Purchaser of the Over-allotment Purchase Price Price, by wire transfer of immediately available funds to the Company, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 2 contracts
Samples: Private Placement Units Purchase Agreement (Glenfarne Merger Corp.), Private Placement Units Purchase Agreement (Glenfarne Merger Corp.)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 355,000 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 3,550,000 (the “Purchase Price”), which shall be paid by wire transfer deposited into an account for the benefit of immediately available funds to the Company at least one day three business days prior to the Initial Closing Date in accordance with effective date of the Company’s wiring instructions. It is agreed that registration statement (“Registration Statement”) relating to the Public Offering (the “Funding Date”) and paid to the Company on the Initial IPO Closing Date. On the IPO Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser Purchaser, or effect such delivery in book-entry form.
(ii) . On the date of any the consummation of the closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 33,281 Private Placement Units, in the same proportion as the amount of the over-allotment option that is then so exercised, at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 332,810 (if the over-over- allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which shall be deposited into an account for the benefit of the Company by the Funding Date and paid by wire transfer of immediately available funds to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following upon the payment by the Purchaser of the Over-allotment Purchase Price payable by it by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form. Any unused portion of the Over-allotment Purchase Price shall be returned to the Purchaser following the Over-allotment Closing Date.
Appears in 2 contracts
Samples: Private Placement Units Purchase Agreement (RF Acquisition Corp II), Private Placement Units Purchase Agreement (RF Acquisition Corp II)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 360,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 3,600,000 (the “Purchase Price”). The Purchaser shall pay, which shall be paid at least one (1) business day prior to the IPO Closing Date, the Purchase Price by wire transfer of immediately available funds funds, to accounts designated by the Company, including to the Company trust account (the “Trust Account”), at least one day prior a financial institution to be chosen by the Initial Closing Date Company, maintained by Continental Stock Transfer & Trust Company, acting as trustee, in accordance with the Company’s wiring instructions. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number subject to receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option option, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 30,000 Private Placement UnitsUnits (or, to the extent the over-allotment option is not exercised in full, a lesser number of Private Placement Units in proportion to the same proportion as the amount portion of the over-allotment option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 300,000 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which . The Purchaser shall be paid pay the Over-allotment Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company or the Trust Account (as set forth in the wire instructions), at least one (1) business day prior to such the applicable Over-allotment Closing Date in accordance with the Company’s wiring instructionsDate. It is agreed that on the On each Over-allotment Closing Date, Purchaser will be responsible for purchasing up subject to receipt of funds pursuant to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 2 contracts
Samples: Private Placement Units Purchase Agreement (Panacea Acquisition Corp), Private Placement Units Purchase Agreement (Panacea Acquisition Corp)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 As payment in full for 355,000 Private Placement Units at a price of being purchased under this Agreement, Purchaser shall pay $10.00 per unit for an aggregate purchase price of $5,700,000 3,550,000 (the “Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on , at least one (1) business day prior to the Initial Closing Date, Purchaser will be responsible for purchasing a number initial closing of the Private Placement Units equal to Public Offering, or at such earlier date as the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by Company and the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the Company, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry formmay agree.
(ii) On In the date of any closing of event that the underwriters’ over-allotment option is exercised in connection with the Public Offering full or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such datein part, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 36,000 Private Placement Units (the “Additional Private Placement Units”), in the same proportion as the amount of the over-allotment option that is then so exercised, simultaneously with such purchase of Additional Private Placement Units. As payment in full for the Additional Private Placement Units then being purchased hereunder, at a price least one (1) business day prior to the applicable closing of $10.00 per unit for an aggregate purchase price all or any portion of up to $405,000 (if the over-allotment option in connection with option, or on such earlier date as the Public Offering is exercised in full) (Company and the “Over-allotment Purchase Price”)Purchaser may agree, which the Purchaser shall be paid pay $10.00 per Additional Private Placement Units, up to an aggregate amount of $360,000, by wire transfer of immediately available funds to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions.
(iii) The closing of the purchase and sale of the 355,000 Private Placement Units shall take place simultaneously with the initial closing of the Public Offering (the “Initial Closing Date”). It is agreed that on The closing of the Overpurchase and sale of the Additional Private Placement Units, if applicable, shall take place simultaneously with the applicable closing of all or any portion of the over-allotment option (such closing date, together with the Initial Closing Date, Purchaser will be responsible for purchasing up to the number “Closing Dates” and each, a “Closing Date”). The closing of the purchase and sale of each of the 355,000 Private Placement Units equal to and the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Company, the Company, at its option, shall deliver certificates evidencing the Additional Private Placement Units purchased shall take place at the offices of VCL Law LLP, 1000 Xxx Xxxxxxx Xxxx, Xxxxx 000, Xxxxxx, XX 00000, or such other place as may be agreed upon by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry formparties hereto.
Appears in 2 contracts
Samples: Private Placement Units Purchase Agreement (Mars Acquisition Corp.), Private Placement Units Purchase Agreement (Mars Acquisition Corp.)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 550,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 5,500,000 (the “Purchase Price”), which . The Purchaser shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Initial Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of pay the Purchase Price by wire transfer of immediately available funds in the following amounts: (i) $2,000,000 to the Company at a financial institution to be chosen by the Company, and (ii) $3,500,000 to the trust account (the “Trust Account”) maintained by Continental Stock Transfer & Trust Company, acting as trustee, in each case in accordance with the Company’s wiring instructions, at least one (1) business day prior to the IPO Closing Date. On the IPO Closing Date, subject to the receipt of funds pursuant to the immediately prior sentence, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any closing of the over-allotment option to purchase additional Public Units, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Option Closing Date,” ”, and each Over-allotment Option Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 52,500 Private Placement UnitsUnits (or, to the extent the option to purchase additional Public Units is not exercised in the same full, a lesser number of Private Placement Units in proportion as the amount to portion of the option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 (if the over-allotment option in connection with the Public Offering is exercised in full) 525,000 (the “Over-allotment Option Purchase Price”), which . The Purchaser shall be paid pay the Option Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company Trust Account, at least one (1) business day prior to such Over-allotment any Option Closing Date. On each Option Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date(if any), Purchaser will be responsible for purchasing up subject to the number receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the CompanyCompany shall, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 2 contracts
Samples: Private Placement Unit Purchase Agreement (Oaktree Acquisition Corp. III Life Sciences), Private Placement Unit Purchase Agreement (Oaktree Acquisition Corp. III Life Sciences)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 725,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 7,250,000 (the “Purchase Price”), which . The Purchaser shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Initial Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of pay the Purchase Price by wire transfer of immediately available funds in the following amounts: (i) $1,000,000 to the Company at a financial institution to be chosen by the Company, and (ii) $7,000,000 to the trust account (the “Trust Account”) maintained by Continental Stock Transfer & Trust Company, acting as trustee, in each case in accordance with the Company’s wiring instructions, at least one (1) business day prior to the IPO Closing Date. On the IPO Closing Date, subject to the receipt of funds pursuant to the immediately prior sentence, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any closing of the over-allotment option to purchase additional units, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Option Closing Date,” ”, and each Over-allotment Option Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 75,000 Private Placement UnitsUnits (or, to the extent the option to purchase additional units is not exercised in the same full, a lesser number of Private Placement Units in proportion as the amount to portion of the option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 (if the over-allotment option in connection with the Public Offering is exercised in full) 750,000 (the “Over-allotment Option Purchase Price”), which . The Purchaser shall be paid pay the Option Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company Trust Account, at least one (1) business day prior to such Over-allotment any Option Closing Date. On each Option Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date(if any), Purchaser will be responsible for purchasing up subject to the number receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the CompanyCompany shall, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 2 contracts
Samples: Private Placement Units Purchase Agreement (BlueRiver Acquisition Corp.), Private Placement Units Purchase Agreement (BlueRiver Acquisition Corp.)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 1,000,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 10,000,000 (the “Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Initial Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 90,000 Private Placement Units, in the same proportion as the amount of the option that is then so exercised, at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 900,000 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Company, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 2 contracts
Samples: Private Placement Units Purchase Agreement (Post Holdings Partnering Corp), Private Placement Units Purchase Agreement (Post Holdings Partnering Corp)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 857,143 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 8,571,430 (the “Purchase Price”). The Purchaser shall pay, which shall be paid at least one (1) business day prior to the IPO Closing Date, the Purchase Price by wire transfer of immediately available funds funds, to accounts designated by the Company, including to the Company trust account (the “Trust Account”), at least one day prior a financial institution to be chosen by the Initial Closing Date Company, maintained by Continental Stock Transfer & Trust Company, acting as trustee, in accordance with the Company’s wiring instructions. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number subject to receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option option, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 60,000 Private Placement UnitsUnits (or, to the extent the over-allotment option is not exercised in full, a lesser number of Private Placement Units in proportion to the same proportion as the amount portion of the over-allotment option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 600,000 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which . The Purchaser shall be paid pay the Over-allotment Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company or the Trust Account (as set forth in the wire instructions), at least one (1) business day prior to such the applicable Over-allotment Closing Date in accordance with the Company’s wiring instructionsDate. It is agreed that on the On each Over-allotment Closing Date, Purchaser will be responsible for purchasing up subject to receipt of funds pursuant to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 2 contracts
Samples: Private Placement Units Purchase Agreement (EVe Mobility Acquisition Corp), Private Placement Units Purchase Agreement (EVe Mobility Acquisition Corp)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 90,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 900,000 (the “Purchase Price”). The Purchaser shall pay, which shall be paid at least one (1) business day prior to the IPO Closing Date, the Purchase Price by wire transfer of immediately available funds funds, to accounts designated by the Company, including to the Company trust account (the “Trust Account”), at least one day prior a financial institution to be chosen by the Initial Closing Date Company, maintained by Continental Stock Transfer & Trust Company, acting as trustee, in accordance with the Company’s wiring instructions. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number subject to receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option option, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 7,500 Private Placement UnitsUnits (or, to the extent the over-allotment option is not exercised in full, a lesser number of Private Placement Units in proportion to the same proportion as the amount portion of the over-allotment option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 75,000 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which . The Purchaser shall be paid pay the Over-allotment Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company or the Trust Account (as set forth in the wire instructions), at least one (1) business day prior to such the applicable Over-allotment Closing Date in accordance with the Company’s wiring instructionsDate. It is agreed that on the On each Over-allotment Closing Date, Purchaser will be responsible for purchasing up subject to receipt of funds pursuant to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 2 contracts
Samples: Private Placement Units Purchase Agreement (Panacea Acquisition Corp), Private Placement Units Purchase Agreement (Panacea Acquisition Corp)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 460,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 4,600,000 (the “Purchase Price”), which . The Purchaser shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Initial Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of pay the Purchase Price by wire transfer of immediately available funds in the following amounts: (i) $2,000,000 to the Company at a financial institution to be chosen by the Company, and (ii) $2,600,000 to the trust account (the “Trust Account”) maintained by Continental Stock Transfer & Trust Company, acting as trustee, in each case in accordance with the Company’s wiring instructions, at least one (1) business day prior to the IPO Closing Date. On the IPO Closing Date, subject to the receipt of funds pursuant to the immediately prior sentence, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any closing of the over-allotment option to purchase additional units, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Option Closing Date,” ”, and each Over-allotment Option Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 39,000 Private Placement UnitsUnits (or, to the extent the option to purchase additional units is not exercised in the same full, a lesser number of Private Placement Units in proportion as the amount to portion of the option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 (if the over-allotment option in connection with the Public Offering is exercised in full) 390,000 (the “Over-allotment Option Purchase Price”), which . The Purchaser shall be paid pay the Option Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company Trust Account, at least one (1) business day prior to such Over-allotment any Option Closing Date. On each Option Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date(if any), Purchaser will be responsible for purchasing up subject to the number receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the CompanyCompany shall, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (ARYA Sciences Acquisition Corp II)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 1,200,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 12,000,000 (the “Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Initial Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 120,000 Private Placement Units, in the same proportion as the amount of the option that is then so exercised, at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 1,200,000 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Company, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Post Holdings Partnering Corp)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 407,145 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 4,071,450 (the “Purchase Price”). The Purchaser shall pay, which shall be paid at least one (1) business day prior to the IPO Closing Date, the Purchase Price by wire transfer of immediately available funds funds, to accounts designated by the Company, including to the Company trust account (the “Trust Account”), at least one day prior a financial institution to be chosen by the Initial Closing Date Company, maintained by Continental Stock Transfer & Trust Company, acting as trustee, in accordance with the Company’s wiring instructions. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number subject to receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option option, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 40,715 Private Placement UnitsUnits (or, to the extent the over-allotment option is not exercised in full, a lesser number of Private Placement Units in proportion to the same proportion as the amount portion of the over-allotment option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 407,150 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which . The Purchaser shall be paid pay the Over-allotment Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company or the Trust Account (as set forth in the wire instructions), at least one (1) business day prior to such the applicable Over-allotment Closing Date in accordance with the Company’s wiring instructionsDate. It is agreed that on the On each Over-allotment Closing Date, Purchaser will be responsible for purchasing up subject to receipt of funds pursuant to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Unit Subscription Agreement (Concord Acquisition Corp)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 465,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 4,650,000 (the “Purchase Price”), which . The Purchaser shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Initial Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of pay the Purchase Price by wire transfer of immediately available funds in the following amounts: (i) $2,250,000 to the Company at a financial institution to be chosen by the Company, and (ii) $2,400,000 to the trust account (the “Trust Account”) maintained by Continental Stock Transfer & Trust Company, acting as trustee, in each case in accordance with the Company’s wiring instructions, at least one (1) business day prior to the IPO Closing Date. On the IPO Closing Date, subject to the receipt of funds pursuant to the immediately prior sentence, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any closing of the over-allotment option to purchase additional units, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Option Closing Date,” ”, and each Over-allotment Option Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 36,000 Private Placement UnitsUnits (or, to the extent the option to purchase additional units is not exercised in the same full, a lesser number of Private Placement Units in proportion as the amount to portion of the option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 (if the over-allotment option in connection with the Public Offering is exercised in full) 360,000 (the “Over-allotment Option Purchase Price”), which . The Purchaser shall be paid pay the Option Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company Trust Account, at least one (1) business day prior to such Over-allotment any Option Closing Date. On each Option Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date(if any), Purchaser will be responsible for purchasing up subject to the number receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the CompanyCompany shall, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Frazier Lifesciences Acquisition Corp)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 571,212 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 5,712,120 (the “Purchase Price”). The Purchaser shall pay, which shall be paid at least one (1) business day prior to the IPO Closing Date, the Purchase Price by wire transfer of immediately available funds funds, to accounts designated by the Company, including to the Company trust account (the “Trust Account”), at least one day prior a financial institution to be chosen by the Initial Closing Date Company, maintained by Continental Stock Transfer & Trust Company, acting as trustee, in accordance with the Company’s wiring instructions. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number subject to receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option option, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 52,727 Private Placement UnitsUnits (or, to the extent the over-allotment option is not exercised in full, a lesser number of Private Placement Units in proportion to the same proportion as the amount portion of the over-allotment option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 527,270 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which . The Purchaser shall be paid pay the Over-allotment Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company or the Trust Account (as set forth in the wire instructions), at least one (1) business day prior to such the applicable Over-allotment Closing Date in accordance with the Company’s wiring instructionsDate. It is agreed that on the On each Over-allotment Closing Date, Purchaser will be responsible for purchasing up subject to receipt of funds pursuant to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Unit Subscription Agreement (Foresight Acquisition Corp. II)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 250,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 2,500,000 (the “Purchase Price”). The Purchaser shall pay, which shall be paid at least one (1) business day prior to the IPO Closing Date, the Purchase Price by wire transfer of immediately available funds funds, to accounts designated by the Company, including to the Company trust account (the “Trust Account”), at least one day prior a financial institution to be chosen by the Initial Closing Date Company, maintained by Continental Stock Transfer & Trust Company, acting as trustee, in accordance with the Company’s wiring instructions. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number subject to receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option option, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 37,500 Private Placement UnitsUnits (or, to the extent the over-allotment option is not exercised in full, a lesser number of Private Placement Units in proportion to the same proportion as the amount portion of the over-allotment option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 375,000 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which . The Purchaser shall be paid pay the Over-allotment Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company or the Trust Account (as set forth in the wire instructions), at least one (1) business day prior to such the applicable Over-allotment Closing Date in accordance with the Company’s wiring instructionsDate. It is agreed that on the On each Over-allotment Closing Date, Purchaser will be responsible for purchasing up subject to receipt of funds pursuant to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Unit Subscription Agreement (Jackson Acquisition Co II)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 570,000 580,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $5,700,000 5,800,000 (the “Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on instructions at least one business day prior to the Initial Closing Date, Purchaser will be responsible for purchasing a number date of effectiveness of the Private Placement Units equal to registration statement on Form S-1 (File No. 333-239196) filed in connection with the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”)Public Offering. On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser Purchaser, or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 56,250 Private Placement Units, Units in the same proportion as the amount of the over-allotment option that is then so exercised, at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 562,500 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which shall be paid by wire transfer of immediately available funds to , the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following upon the payment by the Purchaser of the Over-allotment Purchase Price payable by them by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Property Solutions Acquisition Corp. II)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 950,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 9,500,000 (the “Purchase Price”), which . The Purchaser shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Initial Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of pay the Purchase Price by wire transfer of immediately available funds in the following amounts: (i) $4,500,000 to the Company at a financial institution to be chosen by the Company, and (ii) $5,000,000 to the trust account (the “Trust Account”) maintained by Continental Stock Transfer & Trust Company, acting as trustee, in each case in accordance with the Company’s wiring instructions, at least one (1) business day prior to the IPO Closing Date. On the IPO Closing Date, subject to the receipt of funds pursuant to the immediately prior sentence, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any closing of the over-allotment option to purchase additional units, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Option Closing Date,” ”, and each Over-allotment Option Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 75,000 Private Placement UnitsUnits (or, to the extent the option to purchase additional units is not exercised in the same full, a lesser number of Private Placement Units in proportion as the amount to portion of the option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 (if the over-allotment option in connection with the Public Offering is exercised in full) 750,000 (the “Over-allotment Option Purchase Price”), which . The Purchaser shall be paid pay the Option Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company Trust Account, at least one (1) business day prior to such Over-allotment any Option Closing Date. On each Option Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date(if any), Purchaser will be responsible for purchasing up subject to the number receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the CompanyCompany shall, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Cerberus Telecom Acquisition Corp. II)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 425,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 4,250,000 (the “Purchase Price”), which . The Purchaser shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Initial Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of pay the Purchase Price by wire transfer of immediately available funds in the following amounts: (i) $2,250,000 to the Company at a financial institution to be chosen by the Company, and (ii) $2,000,000 to the trust account (the “Trust Account”) maintained by Continental Stock Transfer & Trust Company, acting as trustee, in each case in accordance with the Company’s wiring instructions, at least one (1) business day prior to the IPO Closing Date. On the IPO Closing Date, subject to the receipt of funds pursuant to the immediately prior sentence, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any closing of the over-allotment option to purchase additional units, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Option Closing Date,” ”, and each Over-allotment Option Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 30,000 Private Placement UnitsUnits (or, to the extent the option to purchase additional units is not exercised in the same full, a lesser number of Private Placement Units in proportion as the amount to portion of the option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 (if the over-allotment option in connection with the Public Offering is exercised in full) 300,000 (the “Over-allotment Option Purchase Price”), which . The Purchaser shall be paid pay the Option Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company Trust Account, at least one (1) business day prior to such Over-allotment any Option Closing Date. On each Option Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date(if any), Purchaser will be responsible for purchasing up subject to the number receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the CompanyCompany shall, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Frazier Lifesciences Acquisition Corp)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 700,000 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 7,000,000 (the “Purchase Price”), which . The Purchaser shall be paid pay the Purchase Price by wire transfer of immediately available funds to the Company at least one day prior Company, to the Initial Closing Date trust account at a financial institution to be chosen by the Company, maintained by Continental Stock Transfer & Trust Company, acting as trustee (the “Trust Account”), in accordance with the Company’s wiring instructions, at least two (2) business days prior to the effectiveness date of the Registration Statement. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following upon the payment by the Purchaser of the Purchase Price Price, by wire transfer of immediately available funds to the Company, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any closing of the over-allotment option option, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” ”, and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 75,000 Private Placement UnitsUnits (or, to the extent the over-allotment option is not exercised in full, a lesser number of Private Placement Units in proportion to the same proportion as the amount portion of the over-allotment option that is then so exercised, ) at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 (if the over-allotment option in connection with the Public Offering is exercised in full) 750,000 (the “Over-allotment Purchase Price”), which . The Purchaser shall be paid pay the Over-allotment Purchase Price to the Trust Account by wire transfer of immediately available funds to in accordance with the Company Company’s wiring instructions, at least one (1) business day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following upon the payment by the Purchaser of the Over-allotment Purchase Price Price, by wire transfer of immediately available funds to the Company, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Glenfarne Merger Corp.)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 312,000 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 3,120,000 (the “Purchase Price”), which shall be paid by wire transfer deposited into an account for the benefit of immediately available funds to the Company at least one day three business days prior to the Initial Closing Date in accordance with effective date of the Company’s wiring instructions. It is agreed that registration statement (“Registration Statement”) relating to the Public Offering (the “Funding Date”) and paid to the Company on the Initial IPO Closing Date. On the IPO Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser Purchaser, or effect such delivery in book-entry form.
(ii) . On the date of any the consummation of the closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 29,782 Private Placement Units, in the same proportion as the amount of the over-allotment option that is then so exercised, at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 386,310 (if the over-over- allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which shall be deposited into an account for the benefit of the Company by the Funding Date and paid by wire transfer of immediately available funds to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following upon the payment by the Purchaser of the Over-allotment Purchase Price payable by it by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form. Any unused portion of the Over-allotment Purchase Price shall be returned to the Purchaser following the Over-allotment Closing Date.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Bowen Acquisition Corp)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 370,500 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 3,705,000 (the “Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructionsinstructions at least one business day prior to the IPO Closing Date. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser Purchaser, or effect such delivery in book-entry form.
(ii) . On the date of any the consummation of the closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 38,700 Private Placement Units, in the same proportion as the amount of the over-allotment option that is then so exercised, at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 387,000 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company in accordance with the Company’s wiring instructions at least one business day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following upon the payment by the Purchaser of the Over-allotment Purchase Price payable by it by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Alphatime Acquisition Corp)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 475,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 4,750,000 (the “Purchase Price”). The Purchaser shall pay, which shall be paid at least one (1) business day prior to the IPO Closing Date, the Purchase Price by wire transfer of immediately available funds funds, to accounts designated by the Company, including to the Company trust account (the “Trust Account”), at least one day prior a financial institution to be chosen by the Initial Closing Date Company, maintained by Continental Stock Transfer & Trust Company, acting as trustee, in accordance with the Company’s wiring instructions. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number subject to receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option option, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 50,900 Private Placement UnitsUnits (or, to the extent the over-allotment option is not exercised in full, a lesser number of Private Placement Units in proportion to the same proportion as the amount portion of the over-allotment option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 509,000 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which . The Purchaser shall be paid pay the Over-allotment Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company or the Trust Account (as set forth in the wire instructions), at least one (1) business day prior to such the applicable Over-allotment Closing Date in accordance with the Company’s wiring instructionsDate. It is agreed that on the On each Over-allotment Closing Date, Purchaser will be responsible for purchasing up subject to receipt of funds pursuant to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Unit Subscription Agreement (Concord Acquisition Corp)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 822,500 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 8,225,000 (the “Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructionsinstructions at least one business day prior to the date of effectiveness of the registration statement on Form S-1 (File No. It is agreed that on 333-253868) filed in connection with the Initial Public Offering. On the Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the Companyshall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser Purchaser, or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” ”, and each Over-allotment Closing Date (if any) and the Initial Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 58,725 additional Private Placement Units, in the same proportion as the amount of the option that is then so exercised, Units at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 587,250 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which . The Purchaser shall be paid by wire transfer of immediately available funds to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of pay the Over-allotment Purchase Price by wire transfer of immediately available funds to the Company at least one business day prior to the Over-Allotment Closing Date in accordance with the Company’s wiring instructions. On the Over-allotment Closing Date, upon the payment by the Purchaser of the Over-allotment Purchase Price, the CompanyCompany shall, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (10X Capital Venture Acquisition Corp. III)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 450,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 4,500,000 (the “Purchase Price”), which . The Purchaser shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Initial Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of pay the Purchase Price by wire transfer of immediately available funds in the following amounts: (i) $2,000,000 to the Company at a financial institution to be chosen by the Company, and (ii) $2,500,000 to the trust account (the “Trust Account”) maintained by Continental Stock Transfer & Trust Company, acting as trustee, in each case in accordance with the Company’s wiring instructions, at least one (1) business day prior to the IPO Closing Date. On the IPO Closing Date, subject to the receipt of funds pursuant to the immediately prior sentence, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any closing of the over-allotment option to purchase additional units, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Option Closing Date,” ”, and each Over-allotment Option Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 37,500 Private Placement UnitsUnits (or, to the extent the option to purchase additional units is not exercised in the same full, a lesser number of Private Placement Units in proportion as the amount to portion of the option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 (if the over-allotment option in connection with the Public Offering is exercised in full) 375,000 (the “Over-allotment Option Purchase Price”), which . The Purchaser shall be paid pay the Option Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company Trust Account, at least one (1) business day prior to such Over-allotment any Option Closing Date. On each Option Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date(if any), Purchaser will be responsible for purchasing up subject to the number receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the CompanyCompany shall, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (ARYA Sciences Acquisition Corp II)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 390,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 3,900,000 (the “Purchase Price”), which . The Purchaser shall be paid by wire transfer of immediately available funds pay (i) $2,200,000 to the Company at least one day prior a financial institution to be chosen by the Company, and (ii) $1,700,000 to the Initial Closing Date trust account (the “Trust Account”) maintained by Continental Stock Transfer & Trust Company, acting as trustee, in each case in accordance with the Company’s wiring instructions, at least one (1) business day prior to the IPO Closing Date. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal subject to the amount set forth opposite such Subscriber in Column A receipt of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds pursuant to the Companyimmediately prior sentence, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any closing of the over-allotment option to purchase additional units, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Option Closing Date,” ”, and each Over-allotment Option Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 25,500 Private Placement UnitsUnits (or, to the extent the option to purchase additional units is not exercised in the same full, a lesser number of Private Placement Units in proportion as the amount to portion of the option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 (if the over-allotment option in connection with the Public Offering is exercised in full) 255,000 (the “Over-allotment Option Purchase Price”), which . The Purchaser shall be paid pay the Option Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company Trust Account, at least one (1) business day prior to such Over-allotment any Option Closing Date. On each Option Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date(if any), Purchaser will be responsible for purchasing up subject to the number receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the CompanyCompany shall, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Turmeric Acquisition Corp.)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 775,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 7,750,000 (the “Purchase Price”). The Purchaser shall pay, which shall be paid at least one (1) business day prior to the IPO Closing Date, the Purchase Price by wire transfer of immediately available funds funds, to accounts designated by the Company, including to the Company trust account (the “Trust Account”), at least one day prior a financial institution to be chosen by the Initial Closing Date Company, maintained by Continental Stock Transfer & Trust Company, acting as trustee, in accordance with the Company’s wiring instructions. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number subject to receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option option, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 75,000 Private Placement UnitsUnits (or, to the extent the over-allotment option is not exercised in full, a lesser number of Private Placement Units in proportion to the same proportion as the amount portion of the over-allotment option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 750,000 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which . The Purchaser shall be paid pay the Over-allotment Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company or the Trust Account (as set forth in the wire instructions), at least one (1) business day prior to such the applicable Over-allotment Closing Date in accordance with the Company’s wiring instructionsDate. It is agreed that on the On each Over-allotment Closing Date, Purchaser will be responsible for purchasing up subject to receipt of funds pursuant to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Keter1 Acquisition Corp)
Purchase and Sale of the Private Placement Units. (i) On the date of Simultaneously with the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 1,000,000 Private Placement Units at a price of $10.00 per unit Unit for an aggregate purchase price of $5,700,000 10,000,000 (the “Purchase Price”), which . Purchaser shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Initial Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of pay the Purchase Price by wire transfer of immediately available funds to the trust account (the “Trust Account”) maintained by Continental Stock Transfer & Trust Company, acting as trustee (“Continental”), no later than one (1) business day prior to the date of the consummation of the Public Offering. In the event that the Public Offering is not consummated, the Purchase Price shall be returned to the Purchaser. On the Initial Closing Date, upon the payment by the Purchaser of the Purchase Price, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On Simultaneously with the date consummation of any the closing of the over-allotment option in connection with the Public Offering (the “Over-Allotment Option”) or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Allotment Closing Date,” and each Over-allotment Allotment Closing Date (if any) and the Initial Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional up to 120,000 Private Placement Units, in the same proportion as the amount of the option that is then so exercised, Units at a price of $10.00 per unit Unit for an aggregate purchase price of up to $405,000 1,200,000 (if the overOver-allotment option Allotment Option in connection with the Public Offering is exercised in full) (the “Over-allotment Allotment Purchase Price”), which . Purchaser shall be paid by wire transfer of immediately available funds to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on pay the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Allotment Purchase Price by wire transfer of immediately available funds to the Trust Account maintained by Continental no later than one (1) business day prior to the Over-Allotment Closing Date. On the Over-allotment Closing Date, upon the payment by the Purchaser of the Over-Allotment Purchase Price to the Company, the CompanyCompany shall, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Burgundy Technology Acquisition Corp)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 225,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 2,250,000 (the “Purchase Price”). The Purchaser shall pay, which shall be paid at least one (1) business day prior to the IPO Closing Date, the Purchase Price by wire transfer of immediately available funds funds, to accounts designated by the Company, including to the Company trust account (the “Trust Account”), at least one day prior a financial institution to be chosen by the Initial Closing Date Company, maintained by Continental Stock Transfer & Trust Company, acting as trustee, in accordance with the Company’s wiring instructions. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number subject to receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option option, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 24,100 Private Placement UnitsUnits (or, to the extent the over-allotment option is not exercised in full, a lesser number of Private Placement Units in proportion to the same proportion as the amount portion of the over-allotment option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 241,000 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which . The Purchaser shall be paid pay the Over-allotment Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company or the Trust Account (as set forth in the wire instructions), at least one (1) business day prior to such the applicable Over-allotment Closing Date in accordance with the Company’s wiring instructionsDate. It is agreed that on the On each Over-allotment Closing Date, Purchaser will be responsible for purchasing up subject to receipt of funds pursuant to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Unit Subscription Agreement (Concord Acquisition Corp)
Purchase and Sale of the Private Placement Units. (i) On the date of Simultaneously with the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by each of the Purchaser Purchasers and the Company (the “Initial Closing Date”), the Company shall issue and sell to the PurchaserPurchasers, and the Purchaser Purchasers, severally and not jointly, shall purchase from the Company, an aggregate of 570,000 547,500 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 5,475,000 (the “Purchase Price”), which shall . The number of Private Placement Units to be paid purchased by wire transfer of immediately available funds to the Company at least one day prior to each Purchaser on the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Initial Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (Purchaser’s name on such Purchaser’s “Unit Purchase Commitment”)signature page hereto. On the Initial Closing Date, following the payment by the Purchaser of Purchasers shall pay the Purchase Price by wire transfer of immediately available funds to the trust account (the “Trust Account”) maintained by Continental Stock Transfer & Trust Company, acting as trustee (”Continental”), at least one (1) business day prior to the date of effectiveness (the “Effective Date”) of the registration statement relating to the Public Offering (the “Registration Statement”). On the Initial Closing Date, upon the payment by the Purchasers of the Purchase Price, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On Simultaneously with the date consummation of any the closing of the over-allotment option in connection with the Public Offering (the “Over-Allotment Option”) or on such earlier time and date as may be mutually agreed by each of the Purchaser Purchasers and the Company (each such date, an “Over-allotment Allotment Closing Date,” and each Over-allotment Allotment Closing Date (if any) and the Initial Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the PurchaserPurchasers, and the Purchaser Purchasers, severally and not jointly, shall purchase from the Company, up to an aggregate of 40,500 additional 45,000 Private Placement Units (the “Additional Units”), in the same proportion as the amount of the option that is then so exercised, and simultaneously with such purchase of Additional Units, as payment in full for the Additional Units being purchased hereunder, and at a price of least one (1) business day prior to the Over-Allotment Closing Date, Purchasers shall pay $10.00 per unit for Additional Unit, up to an aggregate purchase price amount of up to $405,000 (if the over-allotment option in connection with the Public Offering is exercised in full) 525,000 (the “Over-allotment Allotment Purchase Price”), which shall be paid by wire transfer of immediately available funds or by such other method as may be reasonably acceptable to the Company at least one day prior Company, to such Over-allotment Closing Date in accordance with the Company’s wiring instructionsTrust Account. It is agreed that The number of Private Placement Units to be purchased by each Purchaser on the Over-allotment Allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount Date is set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised)Purchaser’s name on such Purchaser’s signature page hereto. On the Over-allotment Allotment Closing Date, following upon the payment by the Purchaser Purchasers of the Over-allotment Allotment Purchase Price by wire transfer of immediately available funds to the CompanyPrice, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Additional Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (G3 VRM Acquisition Corp.)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 365,000 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 3,650,000 (the “Purchase Price”), which shall be paid by wire transfer deposited into an account for the benefit of immediately available funds to the Company at least one day three business days prior to the Initial Closing Date in accordance with effective date of the Company’s wiring instructions. It is agreed that registration statement (“Registration Statement”) relating to the Public Offering (the “Funding Date”) and paid to the Company on the Initial IPO Closing Date. On the IPO Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser Purchaser, or effect such delivery in book-entry form.
(ii) . On the date of any the consummation of the closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 37,904 Private Placement Units, in the same proportion as the amount of the over-allotment option that is then so exercised, at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 379,040 (if the over-over- allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which shall be deposited into an account for the benefit of the Company by the Funding Date and paid by wire transfer of immediately available funds to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following upon the payment by the Purchaser of the Over-allotment Purchase Price payable by it by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (AlphaVest Acquisition Corp.)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 570,000 655,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $5,700,000 6,550,000 (the “Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on instructions at least one business day prior to the Initial Closing Date, Purchaser will be responsible for purchasing a number date of effectiveness of the Private Placement Units equal to registration statement on Form S-1 (File Nos. 333-252763 and 333-253850) filed in connection with the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”)Public Offering. On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser Purchaser, or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 67,500 Private Placement Units, Units in the same proportion as the amount of the over-allotment option that is then so exercised, at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 675,000 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which shall be paid by wire transfer of immediately available funds to , the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following upon the payment by the Purchaser of the Over-allotment Purchase Price payable by them by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Property Solutions Acquisition Corp. II)
Purchase and Sale of the Private Placement Units. (i) On Upon the terms and subject to the conditions of this Agreement, on the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial Closing Date”), the Company shall issue and sell Purchaser hereby agrees to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 and the Company hereby agrees to sell to the Purchaser 394,880 Private Placement Units (or up to 432,380 Private Placement Units if the underwriters’ over-allotment option is exercised in full) at a price per unit of $10.00 per unit for an aggregate purchase price of $5,700,000 3,948,800 (or $4,323,800 if the underwriters’ over-allotment option is exercised in full) (the “Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company at least one business day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Initial Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following upon the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the CompanyPrice, the CompanyCompany shall, at its option, shall deliver to the Purchaser the certificates evidencing representing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option in connection with the Public Offering Offering, and concurrently with the consummation thereof, or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and ”; together with the Initial Closing Date being sometimes referred to herein as Date, the “Closing Dates” and each, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 37,500 Private Placement Units, in the same proportion as the amount of the over-allotment option that is then so exercised, at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 375,000 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following upon the payment by the Purchaser of the Over-allotment Purchase Price payable by it by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name names to the Purchaser, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (K&f Growth Acquisition Corp. Ii)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 461,431 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 4,614,310 (the “Purchase Price”). The Purchaser shall pay, which shall be paid at least one (1) business day prior to the IPO Closing Date, the Purchase Price by wire transfer of immediately available funds funds, to accounts designated by the Company, including to the Company trust account (the “Trust Account”), at least one day prior a financial institution to be chosen by the Initial Closing Date Company, maintained by Continental Stock Transfer & Trust Company, acting as trustee, in accordance with the Company’s wiring instructions. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number subject to receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option option, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 48,858 Private Placement UnitsUnits (or, to the extent the over-allotment option is not exercised in full, a lesser number of Private Placement Units in proportion to the same proportion as the amount portion of the over-allotment option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 488,580 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which . The Purchaser shall be paid pay the Over-allotment Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company or the Trust Account (as set forth in the wire instructions), at least one (1) business day prior to such the applicable Over-allotment Closing Date in accordance with the Company’s wiring instructionsDate. It is agreed that on the On each Over-allotment Closing Date, Purchaser will be responsible for purchasing up subject to receipt of funds pursuant to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Unit Subscription Agreement (Concord Acquisition Corp)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser Purchasers and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser Purchasers shall purchase from the Company, an aggregate of 570,000 232,500 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 2,325,000 (the “Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructionsinstructions at least one business day prior to the IPO Closing Date. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser Purchasers on such date duly registered in the respective Purchaser’s name to the Purchaser Purchaser, or effect such delivery in book-entry form.
(ii) . On the date of any the consummation of the closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser Purchasers and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser Purchasers shall purchase from the Company, up to an aggregate of 40,500 additional 250,500 Private Placement Units, in the same proportion as the amount of the over-allotment option that is then so exercised, at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 2,505,000 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company in accordance with the Company’s wiring instructions at least one business day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following upon the payment by the Purchaser Purchasers of the Over-allotment Purchase Price payable by it by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser Purchasers on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Bayview Acquisition Corp)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 440,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 4,400,000 (the “Purchase Price”), which . The Purchaser shall be paid by wire transfer of immediately available funds pay $2,000,000 to the Company at least one day prior a financial institution to be chosen by the Company, and (ii) $2,400,000 to the Initial Closing Date trust account (the “Trust Account”) maintained by Continental Stock Transfer & Trust Company, acting as trustee, in each case in accordance with the Company’s wiring instructions, at least one (1) business day prior to the IPO Closing Date. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal subject to the amount set forth opposite such Subscriber in Column A receipt of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds pursuant to the Companyimmediately prior sentence, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any closing of the over-allotment option to purchase additional units, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Option Closing Date,” ”, and each Over-allotment Option Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 36,000 Private Placement UnitsUnits (or, to the extent the option to purchase additional units is not exercised in the same full, a lesser number of Private Placement Units in proportion as the amount to portion of the option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 (if the over-allotment option in connection with the Public Offering is exercised in full) 360,000 (the “Over-allotment Option Purchase Price”), which . The Purchaser shall be paid pay the Option Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company Trust Account, at least one (1) business day prior to such Over-allotment any Option Closing Date. On each Option Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date(if any), Purchaser will be responsible for purchasing up subject to the number receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the CompanyCompany shall, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (European Biotech Acquisition Corp.)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 45,000 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 450,000 (the “Purchase Price”), which shall be paid by wire transfer deposited into an account for the benefit of immediately available funds to the Company at least one day three business days prior to the Initial Closing Date in accordance with effective date of the Company’s wiring instructions. It is agreed that registration statement (“Registration Statement”) relating to the Public Offering (the “Funding Date”) and paid to the Company on the Initial IPO Closing Date. On the IPO Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser Purchaser, or effect such delivery in book-entry form.
(ii) . On the date of any the consummation of the closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-Over- allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 4,219 Private Placement Units, in the same proportion as the amount of the over-allotment option that is then so exercised, at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 42,190 (if the over-over- allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which shall be deposited into an account for the benefit of the Company by the Funding Date and paid by wire transfer of immediately available funds to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-Over- allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following upon the payment by the Purchaser of the Over-Over- allotment Purchase Price payable by it by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form. Any unused portion of the Over-allotment Purchase Price shall be returned to the Purchaser following the Over-allotment Closing Date.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (RF Acquisition Corp II)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 700,000 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 7,000,000 (the “Purchase Price”). The Purchaser shall pay, which shall be paid at least one (1) business day prior to the IPO Closing Date, the Purchase Price by wire transfer of immediately available funds funds, to accounts designated by the Company, including to the Company trust account (the “Trust Account”), at least one day prior a financial institution to be chosen by the Initial Closing Date Company, maintained by Continental Stock Transfer & Trust Company, acting as trustee, in accordance with the Company’s wiring instructions. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number subject to receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option option, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 75,000 Private Placement UnitsUnits (or, to the extent the over-allotment option is not exercised in full, a lesser number of Private Placement Units in proportion to the same proportion as the amount portion of the over-allotment option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 750,000 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which . The Purchaser shall be paid pay the Over-allotment Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company or the Trust Account (as set forth in the wire instructions), at least one (1) business day prior to such the applicable Over-allotment Closing Date in accordance with the Company’s wiring instructionsDate. It is agreed that on the On each Over-allotment Closing Date, Purchaser will be responsible for purchasing up subject to receipt of funds pursuant to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (EVe Mobility Acquisition Corp)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 As payment in full for 377,500 Private Placement Units at a price of being purchased under this Agreement, Purchaser shall pay $10.00 per unit for an aggregate purchase price of $5,700,000 3,775,000 (the “Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on , at least one (1) business day prior to the Initial Closing Date, Purchaser will be responsible for purchasing a number initial closing of the Private Placement Units equal to Public Offering, or at such earlier date as the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by Company and the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the Company, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry formmay agree.
(ii) On In the date of any closing of event that the underwriters’ over-allotment option is exercised in connection with the Public Offering full or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such datein part, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 39,375 Private Placement Units (the “Additional Private Placement Units”), in the same proportion as the amount of the over-allotment option that is then so exercised, simultaneously with such purchase of Additional Private Placement Units. As payment in full for the Additional Private Placement Units then being purchased hereunder, at a price least one (1) business day prior to the applicable closing of $10.00 per unit for an aggregate purchase price all or any portion of up to $405,000 (if the over-allotment option in connection with option, or on such earlier date as the Public Offering is exercised in full) (Company and the “Over-allotment Purchase Price”)Purchaser may agree, which the Purchaser shall be paid pay $10.00 per Additional Private Placement Units, up to an aggregate amount of $393,750, by wire transfer of immediately available funds to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions.
(iii) The closing of the purchase and sale of the 377,500 Private Placement Units shall take place simultaneously with the initial closing of the Public Offering (the “Initial Closing Date”). It is agreed that on The closing of the Overpurchase and sale of the Additional Private Placement Units, if applicable, shall take place simultaneously with the applicable closing of all or any portion of the over-allotment option (such closing date, together with the Initial Closing Date, Purchaser will be responsible for purchasing up to the number “Closing Dates” and each, a “Closing Date”). The closing of the purchase and sale of each of the 377,500 Private Placement Units equal to and the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Company, the Company, at its option, shall deliver certificates evidencing the Additional Private Placement Units purchased shall take place at the offices of VCL Law LLP, 0000 Xxx Xxxxxxx Xxxx, Xxxxx 000, Xxxxxx, XX 00000, or such other place as may be agreed upon by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry formparties hereto.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Mars Acquisition Corp.)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 450,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 4,500,000 (the “Purchase Price”), which . The Purchaser shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Initial Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of pay the Purchase Price by wire transfer of immediately available funds in the following amounts: (i) $500,000 to the Company at a financial institution to be chosen by the Company, and (ii) $4,000,000 to the trust account (the “Trust Account”) maintained by Continental Stock Transfer & Trust Company, acting as trustee, in each case in accordance with the Company’s wiring instructions, at least one (1) business day prior to the IPO Closing Date. On the IPO Closing Date, subject to the receipt of funds pursuant to the immediately prior sentence, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any closing of the over-allotment option to purchase additional units, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Option Closing Date,” ”, and each Over-allotment Option Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 30,000 Private Placement UnitsUnits (or, to the extent the option to purchase additional units is not exercised in the same full, a lesser number of Private Placement Units in proportion as the amount to portion of the option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 (if the over-allotment option in connection with the Public Offering is exercised in full) 300,000 (the “Over-allotment Option Purchase Price”), which . The Purchaser shall be paid pay the Option Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company Trust Account, at least one (1) business day prior to such Over-allotment any Option Closing Date. On each Option Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date(if any), Purchaser will be responsible for purchasing up subject to the number receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the CompanyCompany shall, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Consonance-HFW Acquisition Corp.)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 922,857 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 9,228,570 (the “Purchase Price”). The Purchaser shall pay, which shall be paid at least one (1) business day prior to the IPO Closing Date, the Purchase Price by wire transfer of immediately available funds funds, to accounts designated by the Company, including to the Company trust account (the “Trust Account”), at least one day prior a financial institution to be chosen by the Initial Closing Date Company, maintained by Continental Stock Transfer & Trust Company, acting as trustee, in accordance with the Company’s wiring instructions. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number subject to receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option option, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 66,000 Private Placement UnitsUnits (or, to the extent the over-allotment option is not exercised in full, a lesser number of Private Placement Units in proportion to the same proportion as the amount portion of the over-allotment option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 660,000 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which . The Purchaser shall be paid pay the Over-allotment Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company or the Trust Account (as set forth in the wire instructions), at least one (1) business day prior to such the applicable Over-allotment Closing Date in accordance with the Company’s wiring instructionsDate. It is agreed that on the On each Over-allotment Closing Date, Purchaser will be responsible for purchasing up subject to receipt of funds pursuant to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (EVe Mobility Acquisition Corp)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 372,000 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 3,720,000 (the “Purchase Price”), which shall be paid by wire transfer deposited into an account for the benefit of immediately available funds to the Company at least one day three business days prior to the Initial Closing Date in accordance with effective date of the Company’s wiring instructions. It is agreed that registration statement (“Registration Statement”) relating to the Public Offering (the “Funding Date”) and paid to the Company on the Initial IPO Closing Date. On the IPO Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser Purchaser, or effect such delivery in book-entry form.
(ii) . On the date of any the consummation of the closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 38,631 Private Placement Units, in the same proportion as the amount of the over-allotment option that is then so exercised, at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 386,310 (if the over-over- allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which shall be deposited into an account for the benefit of the Company by the Funding Date and paid by wire transfer of immediately available funds to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following upon the payment by the Purchaser of the Over-allotment Purchase Price payable by it by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form. Any unused portion of the Over-allotment Purchase Price shall be returned to the Purchaser following the Over-allotment Closing Date.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Bowen Acquisition Corp)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 600,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 6,000,000 (the “Purchase Price”), which . The Purchaser shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Initial Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of pay the Purchase Price by wire transfer of immediately available funds in the following amounts: (i) $2,000,000 to the Company at a financial institution to be chosen by the Company, and (ii) $4,000,000 to the trust account maintained by Continental Stock Transfer & Trust Company, acting as trustee (the “Trust Account”), in each case in accordance with the Company’s wiring instructions, at least one (1) business day prior to the IPO Closing Date. On the IPO Closing Date, subject to the receipt of funds pursuant to the immediately prior sentence, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any the closing of the over-allotment option to purchase additional units, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an the “Over-allotment Option Closing Date,” ”, and each Over-allotment Option Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 60,000 Private Placement UnitsUnits (or, to the extent the option to purchase additional units is not exercised in the same full, a lesser number of Private Placement Units in proportion as the amount to portion of the option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 (if the over-allotment option in connection with the Public Offering is exercised in full) 6,600,000 (the “Over-allotment Option Purchase Price”), which . The Purchaser shall be paid pay the Option Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company Trust Account, at least one (1) business day prior to such Over-allotment the Option Closing Date in accordance with Date. On the Company’s wiring instructions. It is agreed that on the Over-allotment Option Closing Date, Purchaser will be responsible for purchasing up subject to the number receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the CompanyCompany shall, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Frontier Acquisition Corp.)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 390,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 3,900,000 (the “Purchase Price”), which . The Purchaser shall be paid by wire transfer of immediately available funds pay t[●] to the Company at least one day prior a financial institution to be chosen by the Company, and (ii) $[●] to the Initial Closing Date trust account (the “Trust Account”) maintained by Continental Stock Transfer & Trust Company, acting as trustee, in each case in accordance with the Company’s wiring instructions, at least one (1) business day prior to the IPO Closing Date. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal subject to the amount set forth opposite such Subscriber in Column A receipt of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds pursuant to the Companyimmediately prior sentence, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any closing of the over-allotment option to purchase additional units, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Option Closing Date,” ”, and each Over-allotment Option Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 30,000 Private Placement UnitsUnits (or, to the extent the option to purchase additional units is not exercised in the same full, a lesser number of Private Placement Units in proportion as the amount to portion of the option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 (if the over-allotment option in connection with the Public Offering is exercised in full) 300,000 (the “Over-allotment Option Purchase Price”), which . The Purchaser shall be paid pay the Option Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company Trust Account, at least one (1) business day prior to such Over-allotment any Option Closing Date. On each Option Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date(if any), Purchaser will be responsible for purchasing up subject to the number receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the CompanyCompany shall, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Turmeric Acquisition Corp.)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 570,000 150,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $5,700,000 1,500,000 (the “Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on instructions at least one business day prior to the Initial Closing Date, Purchaser will be responsible for purchasing a number date of effectiveness of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”)Registration Statement . On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser Purchaser, or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 22,500 Private Placement Units, Units in the same proportion as the amount of the over-allotment option that is then so exercised, at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 225,000 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which shall be paid by wire transfer of immediately available funds to , the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following upon the payment by the Purchaser of the Over-allotment Purchase Price payable by them by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Property Solutions Acquisition Corp. II)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 200,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 2,000,000, (the “Purchase Price”). The Purchaser shall pay, which shall be paid at least one (1) business day prior to the IPO Closing Date, the Purchase Price by wire transfer of immediately available funds funds, to accounts designated by the Company, including to the Company trust account (the “Trust Account”), at least one day prior a financial institution to be chosen by the Initial Closing Date Company, maintained by Continental Stock Transfer & Trust Company, acting as trustee, in accordance with the Company’s wiring instructions. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number subject to receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option option, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 30,000 Private Placement UnitsUnits (or, to the extent the over-allotment option is not exercised in full, a lesser number of Private Placement Units in proportion to the same proportion as the amount portion of the over-allotment option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 300,000 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which . The Purchaser shall be paid pay the Over-allotment Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company or the Trust Account (as set forth in the wire instructions), at least one (1) business day prior to such the applicable Over-allotment Closing Date in accordance with the Company’s wiring instructionsDate. It is agreed that on the On each Over-allotment Closing Date, Purchaser will be responsible for purchasing up subject to receipt of funds pursuant to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Unit Subscription Agreement (Jackson Acquisition Co II)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 825,000 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 8,250,000.00 (the “Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructionsinstructions at least one business day prior to the date of effectiveness of the registration statement on Form S-1 (File No. It is agreed that on 333-[●]) filed in connection with the Initial Public Offering. On the IPO Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the Companyshall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser Purchaser, or effect such delivery in book-entry form.
(ii) On the date of any the closing of the over-allotment option to purchase additional units, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an the “Over-allotment Option Closing Date,” ”, and each Over-allotment Option Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 90,000 Private Placement UnitsUnits (or, to the extent the option to purchase additional units is not exercised in the same full, a lesser number of Private Placement Units in proportion as the amount to portion of the option that is then so exercised, ) at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 (if the over-allotment option in connection with the Public Offering is exercised in full) 900,000 (the “Over-allotment Option Purchase Price”), which . The Purchaser shall be paid pay the Option Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company Trust Account, at least one (1) business day prior to such Over-allotment the Option Closing Date in accordance with Date. On the Company’s wiring instructions. It is agreed that on the Over-allotment Option Closing Date, Purchaser will be responsible for purchasing up subject to the number receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the CompanyCompany shall, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (ALSP Orchid Acquisition Corp I)
Purchase and Sale of the Private Placement Units. (i) On the date of Simultaneously with the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 715,000 Private Placement Units at a price of $10.00 per unit Unit for an aggregate purchase price of $5,700,000 7,150,000 (the “Purchase Price”), which . Purchaser shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Initial Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of pay the Purchase Price by wire transfer of immediately available funds to the Companytrust account maintained by Continental Stock Transfer & Trust Company acting as trustee, on the IPO Closing Date. On the IPO Closing Date, upon the payment by the Purchaser of the Purchase Price, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) . On the date of any the closing of the over-allotment option to purchase additional units, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser Purchasers and the Company (each such date, an the “Over-allotment Option Closing Date,” ”, and each Over-allotment Option Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the PurchaserPurchasers, and the Purchaser Purchasers shall purchase from the Company, up to an aggregate of 40,500 additional 81,000 Private Placement UnitsUnits (or, to the extent the option to purchase additional units is not exercised in full, a lesser number of Private Placement Units in proportion to the same proportion as the amount portion of the option that is then so exercised, ) at a price of $10.00 per unit Unit for an aggregate purchase price of up to $405,000 (if the over-allotment option in connection with the Public Offering is exercised in full) 810,000 (the “Over-allotment Option Purchase Price”), which . The Purchasers shall be paid pay the Option Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that Trust Account, on the Over-allotment Option Closing Date. On the Option Closing Date, Purchaser will be responsible for purchasing up subject to the number receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the CompanyCompany shall, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (ROC Energy Acquisition Corp.)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 400,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 4,000,000 (the “Purchase Price”). The Purchaser shall pay, which shall be paid at least one (1) business day prior to the IPO Closing Date, the Purchase Price by wire transfer of immediately available funds funds, to accounts designated by the Company, including to the Company trust account (the “Trust Account”), at least one day prior a financial institution to be chosen by the Initial Closing Date Company, maintained by Continental Stock Transfer & Trust Company, acting as trustee, in accordance with the Company’s wiring instructions. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number subject to receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option option, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 37,500 Private Placement UnitsUnits (or, to the extent the over-allotment option is not exercised in full, a lesser number of Private Placement Units in proportion to the same proportion as the amount portion of the over-allotment option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 375,000 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which . The Purchaser shall be paid pay the Over-allotment Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company or the Trust Account (as set forth in the wire instructions), at least one (1) business day prior to such the applicable Over-allotment Closing Date in accordance with the Company’s wiring instructionsDate. It is agreed that on the On each Over-allotment Closing Date, Purchaser will be responsible for purchasing up subject to receipt of funds pursuant to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Unit Subscription Agreement (Jackson Acquisition Co II)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 365,000 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 3,650,000 (the “Purchase Price”), which shall be paid by wire transfer deposited into an account for the benefit of immediately available funds to the Company at least one day [three] business days prior to the Initial Closing Date in accordance with effective date of the Company’s wiring instructions. It is agreed that registration statement (“Registration Statement”) relating to the Public Offering (the “Funding Date”) and paid to the Company on the Initial IPO Closing Date. On the IPO Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser Purchaser, or effect such delivery in book-entry form.
(ii) . On the date of any the consummation of the closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 37,904 Private Placement Units, in the same proportion as the amount of the over-allotment option that is then so exercised, at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 379,040 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which shall be deposited into an account for the benefit of the Company by the Funding Date and paid by wire transfer of immediately available funds to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following upon the payment by the Purchaser of the Over-allotment Purchase Price payable by it by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (AlphaVest Acquisition Corp.)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser Purchasers and the Company (the “Initial Closing Date”), the Company shall issue and sell to the PurchaserPurchasers, and the Purchaser Purchasers shall purchase from the Company, an aggregate of 570,000 800,000 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 8,000,000 (the “Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company at least one business day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Initial Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following upon the payment by the Purchaser Purchasers of the Purchase Price by wire transfer of immediately available funds to the CompanyPrice, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser Purchasers on such date duly registered in the respective Purchaser’s name Purchasers’ names to the Purchaser Purchasers, or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser Purchasers and the Company (each such date, an “Over-allotment Closing Date,” ”, and each Over-allotment Closing Date (if any) and the Initial Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the PurchaserPurchasers, and the Purchaser Purchasers shall purchase from the Company, up to an aggregate of 40,500 75,000 additional Private Placement Units, in the same proportion as the amount of the option that is then so exercised, Units at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 750,000 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which . The Purchasers shall be paid by wire transfer of immediately available funds to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of pay the Over-allotment Purchase Price by wire transfer of immediately available funds to the Company at least one business day prior to the Over-Allotment Closing Date in accordance with the Company’s wiring instructions. On the Over-allotment Closing Date, upon the payment by the Purchasers of the Over-allotment Purchase Price, the CompanyCompany shall, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser Purchasers on such date duly registered in the respective Purchaser’s name Purchasers’ names to the PurchaserPurchasers, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Alpha Partners Technology Merger Corp.)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 800,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 8,000,000 (the “Purchase Price”), which . The Purchaser shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Initial Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of pay the Purchase Price by wire transfer of immediately available funds in the following amounts: (i) $3,000,000 to the Company at a financial institution to be chosen by the Company, and (ii) $5,000,000 to the trust account (the “Trust Account”) maintained by Continental Stock Transfer & Trust Company, acting as trustee, in each case in accordance with the Company’s wiring instructions, at least one (1) business day prior to the IPO Closing Date. On the IPO Closing Date, subject to the receipt of funds pursuant to the immediately prior sentence, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any closing of the over-allotment option to purchase additional units, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Option Closing Date,” ”, and each Over-allotment Option Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 75,000 Private Placement UnitsUnits (or, to the extent the option to purchase additional units is not exercised in the same full, a lesser number of Private Placement Units in proportion as the amount to portion of the option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 (if the over-allotment option in connection with the Public Offering is exercised in full) 750,000 (the “Over-allotment Option Purchase Price”), which . The Purchaser shall be paid pay the Option Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company Trust Account, at least one (1) business day prior to such Over-allotment any Option Closing Date. On each Option Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date(if any), Purchaser will be responsible for purchasing up subject to the number receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the CompanyCompany shall, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Cerberus Telecom Acquisition Corp.)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 82,500 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 825,000 (the “Purchase Price”), which shall be paid by wire transfer deposited into an account for the benefit of immediately available funds to the Company at least one day three business days prior to the Initial Closing Date in accordance with effective date of the Company’s wiring instructions. It is agreed that registration statement (“Registration Statement”) relating to the Public Offering (the “Funding Date”) and paid to the Company on the Initial IPO Closing Date. On the IPO Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser Purchaser, or effect such delivery in book-entry form.
(ii) . On the date of any the consummation of the closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 5,940 Private Placement Units, in the same proportion as the amount of the over-allotment option that is then so exercised, at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 59,400 (if the over-over- allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which shall be deposited into an account for the benefit of the Company by the Funding Date and paid by wire transfer of immediately available funds to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following upon the payment by the Purchaser of the Over-allotment Purchase Price payable by it by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form. Any unused portion of the Over-allotment Purchase Price shall be returned to the Purchaser following the Over-allotment Closing Date.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Calisa Acquisition Corp)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser Purchasers and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser Purchasers shall purchase from the Company, an aggregate of 570,000 212,500 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 2,125,000 (the “Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructionsinstructions at least one business day prior to the IPO Closing Date. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser Purchasers on such date duly registered in the respective Purchaser’s name to the Purchaser Purchaser, or effect such delivery in book-entry form.
(ii) . On the date of any the consummation of the closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser Purchasers and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser Purchasers shall purchase from the Company, up to an aggregate of 40,500 additional 227,500 Private Placement Units, in the same proportion as the amount of the over-allotment option that is then so exercised, at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 2,275,000 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company in accordance with the Company’s wiring instructions at least one business day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following upon the payment by the Purchaser Purchasers of the Over-allotment Purchase Price payable by it by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser Purchasers on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Bayview Acquisition Corp)
Purchase and Sale of the Private Placement Units. (i) On Upon the terms and subject to the conditions of this Agreement, on the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial Closing Date”), the Company shall issue and sell Purchaser hereby agrees to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 and the Company hereby agrees to sell to the Purchaser 478,970 Private Placement Units (or up to 516,470 Private Placement Units if the underwriters’ over-allotment option is exercised in full) at a price per unit of $10.00 per unit for an aggregate purchase price of $5,700,000 4,789,700 (or $5,164,700 if the underwriters’ over-allotment option is exercised in full) (the “Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company at least one business day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Initial Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following upon the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the CompanyPrice, the CompanyCompany shall, at its option, shall deliver to the Purchaser the certificates evidencing representing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option in connection with the Public Offering Offering, and concurrently with the consummation thereof, or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and ”; together with the Initial Closing Date being sometimes referred to herein as Date, the “Closing Dates” and each, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 37,500 Private Placement Units, in the same proportion as the amount of the over-allotment option that is then so exercised, at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 375,000 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following upon the payment by the Purchaser of the Over-allotment Purchase Price payable by it by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name names to the Purchaser, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (K&f Growth Acquisition Corp. Ii)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 825,000 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 8,250,000.00 (the “Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructionsinstructions at least one business day prior to the date of effectiveness of the registration statement on Form S-1 (File No. It is agreed that on 333-260709) filed in connection with the Initial Public Offering. On the IPO Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the Companyshall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser Purchaser, or effect such delivery in book-entry form.
(ii) On the date of any the closing of the over-allotment option to purchase additional units, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an the “Over-allotment Option Closing Date,” ”, and each Over-allotment Option Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 90,000 Private Placement UnitsUnits (or, to the extent the option to purchase additional units is not exercised in the same full, a lesser number of Private Placement Units in proportion as the amount to portion of the option that is then so exercised, ) at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 (if the over-allotment option in connection with the Public Offering is exercised in full) 900,000 (the “Over-allotment Option Purchase Price”), which . The Purchaser shall be paid pay the Option Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company Trust Account, at least one (1) business day prior to such Over-allotment the Option Closing Date in accordance with Date. On the Company’s wiring instructions. It is agreed that on the Over-allotment Option Closing Date, Purchaser will be responsible for purchasing up subject to the number receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the CompanyCompany shall, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (ALSP Orchid Acquisition Corp I)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 19,780 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 197,800 (the “Purchase Price”), which shall be paid by wire transfer deposited into an account for the benefit of immediately available funds to the Company at least one day three business days prior to the Initial Closing Date in accordance with effective date of the Company’s wiring instructions. It is agreed that registration statement (“Registration Statement”) relating to the Public Offering (the “Funding Date”) and paid to the Company on the Initial IPO Closing Date. On the IPO Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser Purchaser, or effect such delivery in book-entry form.
(ii) . On the date of any the consummation of the closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 1,548 Private Placement Units, in the same proportion as the amount of the over-allotment option that is then so exercised, at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 15,480 (if the over-over- allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which shall be deposited into an account for the benefit of the Company by the Funding Date and paid by wire transfer of immediately available funds to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following upon the payment by the Purchaser of the Over-allotment Purchase Price payable by it by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form. Any unused portion of the Over-allotment Purchase Price shall be returned to the Purchaser following the Over-allotment Closing Date.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Cao Yawei)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 167,500 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 1,675,000 (the “Purchase Price”), which shall be paid by wire transfer deposited into an account for the benefit of immediately available funds to the Company at least one day three business days prior to the Initial Closing Date in accordance with effective date of the Company’s wiring instructions. It is agreed that registration statement (“Registration Statement”) relating to the Public Offering (the “Funding Date”) and paid to the Company on the Initial IPO Closing Date. On the IPO Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser Purchaser, or effect such delivery in book-entry form.
(ii) . On the date of any the consummation of the closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 12,060 Private Placement Units, in the same proportion as the amount of the over-allotment option that is then so exercised, at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 120,600 (if the over-over- allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which shall be deposited into an account for the benefit of the Company by the Funding Date and paid by wire transfer of immediately available funds to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following upon the payment by the Purchaser of the Over-allotment Purchase Price payable by it by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form. Any unused portion of the Over-allotment Purchase Price shall be returned to the Purchaser following the Over-allotment Closing Date.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Calisa Acquisition Corp)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 90,909 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 909,090 (the “Purchase Price”). The Purchaser shall pay, which shall be paid at least one (1) business day prior to the IPO Closing Date, the Purchase Price by wire transfer of immediately available funds funds, to accounts designated by the Company, including to the Company trust account (the “Trust Account”), at least one day prior a financial institution to be chosen by the Initial Closing Date Company, maintained by Continental Stock Transfer & Trust Company, acting as trustee, in accordance with the Company’s wiring instructions. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number subject to receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option option, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 9,091 Private Placement UnitsUnits (or, to the extent the over-allotment option is not exercised in full, a lesser number of Private Placement Units in proportion to the same proportion as the amount portion of the over-allotment option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 90,910 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which . The Purchaser shall be paid pay the Over-allotment Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company or the Trust Account (as set forth in the wire instructions), at least one (1) business day prior to such the applicable Over-allotment Closing Date in accordance with the Company’s wiring instructionsDate. It is agreed that on the On each Over-allotment Closing Date, Purchaser will be responsible for purchasing up subject to receipt of funds pursuant to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Unit Subscription Agreement (Foresight Acquisition Corp. II)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser Purchasers and the Company (the “Initial Closing Date”), the Company shall issue and sell to the PurchaserPurchasers, and the Purchaser Purchasers shall purchase from the Company, an aggregate of 570,000 600,000 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 6,000,000 (the “Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company at least one business day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Initial Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following upon the payment by the Purchaser Purchasers of the Purchase Price by wire transfer of immediately available funds to the CompanyPrice, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser Purchasers on such date duly registered in the respective Purchaser’s name Purchasers’ names to the Purchaser Purchasers, or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser Purchasers and the Company (each such date, an “Over-allotment Closing Date,” ”, and each Over-allotment Closing Date (if any) and the Initial Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the PurchaserPurchasers, and the Purchaser Purchasers shall purchase from the Company, up to an aggregate of 40,500 75,000 additional Private Placement Units, in the same proportion as the amount of the option that is then so exercised, Units at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 750,000 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which . The Purchasers shall be paid by wire transfer of immediately available funds to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of pay the Over-allotment Purchase Price by wire transfer of immediately available funds to the Company at least one business day prior to the Over-Allotment Closing Date in accordance with the Company’s wiring instructions. On the Over-allotment Closing Date, upon the payment by the Purchasers of the Over-allotment Purchase Price, the CompanyCompany shall, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser Purchasers on such date duly registered in the respective Purchaser’s name Purchasers’ names to the PurchaserPurchasers, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Alpha Partners Technology Merger Corp.)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 410,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 4,100,000 (the “Purchase Price”), which . The Purchaser shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Initial Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of pay the Purchase Price by wire transfer of immediately available funds in the following amounts: (i) $2,500,000 to the Company at a financial institution to be chosen by the Company, and (ii) $1,600,000 to the trust account (the “Trust Account”) maintained by Continental Stock Transfer & Trust Company, acting as trustee, in each case in accordance with the Company’s wiring instructions, at least one (1) business day prior to the IPO Closing Date. On the IPO Closing Date, subject to the receipt of funds pursuant to the immediately prior sentence, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any closing of the over-allotment option to purchase additional units, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Option Closing Date,” ”, and each Over-allotment Option Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 24,000 Private Placement UnitsUnits (or, to the extent the option to purchase additional units is not exercised in the same full, a lesser number of Private Placement Units in proportion as the amount to portion of the option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 (if the over-allotment option in connection with the Public Offering is exercised in full) 240,000 (the “Over-allotment Option Purchase Price”), which . The Purchaser shall be paid pay the Option Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company Trust Account, at least one (1) business day prior to such Over-allotment any Option Closing Date. On each Option Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date(if any), Purchaser will be responsible for purchasing up subject to the number receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the CompanyCompany shall, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Consonance-HFW Acquisition Corp.)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 806,000 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 8,060,000 (the “Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructionsinstructions at least one business day prior to the date of effectiveness of the registration statement on Form S-1 (File No. It is agreed that on 333-253868) filed in connection with the Initial Public Offering. On the Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the Companyshall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser Purchaser, or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” ”, and each Over-allotment Closing Date (if any) and the Initial Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 56,250 additional Private Placement Units, in the same proportion as the amount of the option that is then so exercised, Units at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 562,500 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which . The Purchaser shall be paid by wire transfer of immediately available funds to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of pay the Over-allotment Purchase Price by wire transfer of immediately available funds to the Company at least one business day prior to the Over-Allotment Closing Date in accordance with the Company’s wiring instructions. On the Over-allotment Closing Date, upon the payment by the Purchaser of the Over-allotment Purchase Price, the CompanyCompany shall, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (10X Capital Venture Acquisition Corp. III)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 25,000 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 250,000 (the “Purchase Price”), which shall be paid by wire transfer deposited into an account for the benefit of immediately available funds to the Company at least one day three business days prior to the Initial Closing Date in accordance with effective date of the Company’s wiring instructions. It is agreed that registration statement (“Registration Statement”) relating to the Public Offering (the “Funding Date”) and paid to the Company on the Initial IPO Closing Date. On the IPO Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser Purchaser, or effect such delivery in book-entry form.
(ii) . On the date of any the consummation of the closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 2,596 Private Placement Units, in the same proportion as the amount of the over-allotment option that is then so exercised, at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 25,960 (if the over-over- allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which shall be deposited into an account for the benefit of the Company by the Funding Date and paid by wire transfer of immediately available funds to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following upon the payment by the Purchaser of the Over-allotment Purchase Price payable by it by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (AlphaVest Acquisition Corp.)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 25,000 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 250,000 (the “Purchase Price”), which shall be paid by wire transfer deposited into an account for the benefit of immediately available funds to the Company at least one day [three] business days prior to the Initial Closing Date in accordance with effective date of the Company’s wiring instructions. It is agreed that registration statement (“Registration Statement”) relating to the Public Offering (the “Funding Date”) and paid to the Company on the Initial IPO Closing Date. On the IPO Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser Purchaser, or effect such delivery in book-entry form.
(ii) . On the date of any the consummation of the closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 2,596 Private Placement Units, in the same proportion as the amount of the over-allotment option that is then so exercised, at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 25,960 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which shall be deposited into an account for the benefit of the Company by the Funding Date and paid by wire transfer of immediately available funds to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following upon the payment by the Purchaser of the Over-allotment Purchase Price payable by it by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (AlphaVest Acquisition Corp.)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 1,100,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 11,000,000 (the “Purchase Price”), which . The Purchaser shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Initial Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of pay the Purchase Price by wire transfer of immediately available funds in the following amounts: (i) $3,000,000 to the Company at a financial institution to be chosen by the Company, and (ii) $8,000,000 to the trust account (the “Trust Account”) maintained by Continental Stock Transfer & Trust Company, acting as trustee, in each case in accordance with the Company’s wiring instructions, at least one (1) business day prior to the IPO Closing Date. On the IPO Closing Date, subject to the receipt of funds pursuant to the immediately prior sentence, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any closing of the over-allotment option to purchase additional units, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Option Closing Date,” ”, and each Over-allotment Option Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 120,000 Private Placement UnitsUnits (or, to the extent the option to purchase additional units is not exercised in the same full, a lesser number of Private Placement Units in proportion as the amount to portion of the option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 (if the over-allotment option in connection with the Public Offering is exercised in full) 1,200,000 (the “Over-allotment Option Purchase Price”), which . The Purchaser shall be paid pay the Option Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company Trust Account, at least one (1) business day prior to such Over-allotment any Option Closing Date. On each Option Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date(if any), Purchaser will be responsible for purchasing up subject to the number receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the CompanyCompany shall, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Cerberus Telecom Acquisition Corp.)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 _____ Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 ______ (the “Purchase Price”), which shall be paid by wire transfer deposited into an account for the benefit of immediately available funds to the Company at least one day three business days prior to the Initial Closing Date in accordance with effective date of the Company’s wiring instructions. It is agreed that registration statement (“Registration Statement”) relating to the Public Offering (the “Funding Date”) and paid to the Company on the Initial IPO Closing Date. On the IPO Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser Purchaser, or effect such delivery in book-entry form.
(ii) . On the date of any the consummation of the closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional _____ Private Placement Units, in the same proportion as the amount of the over-allotment option that is then so exercised, at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 _____ (if the over-over- allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which shall be deposited into an account for the benefit of the Company by the Funding Date and paid by wire transfer of immediately available funds to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following upon the payment by the Purchaser of the Over-allotment Purchase Price payable by it by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form. Any unused portion of the Over-allotment Purchase Price shall be returned to the Purchaser following the Over-allotment Closing Date.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Cayson Acquisition Corp)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 78,788 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 787,880 (the “Purchase Price”). The Purchaser shall pay, which shall be paid at least one (1) business day prior to the IPO Closing Date, the Purchase Price by wire transfer of immediately available funds funds, to accounts designated by the Company, including to the Company trust account (the “Trust Account”), at least one day prior a financial institution to be chosen by the Initial Closing Date Company, maintained by Continental Stock Transfer & Trust Company, acting as trustee, in accordance with the Company’s wiring instructions. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number subject to receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option option, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 7,273 Private Placement UnitsUnits (or, to the extent the over-allotment option is not exercised in full, a lesser number of Private Placement Units in proportion to the same proportion as the amount portion of the over-allotment option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 72,730 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which . The Purchaser shall be paid pay the Over-allotment Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company or the Trust Account (as set forth in the wire instructions), at least one (1) business day prior to such the applicable Over-allotment Closing Date in accordance with the Company’s wiring instructionsDate. It is agreed that on the On each Over-allotment Closing Date, Purchaser will be responsible for purchasing up subject to receipt of funds pursuant to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Unit Subscription Agreement (Foresight Acquisition Corp. II)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 18,000 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 180,000 (the “Purchase Price”), which shall be paid by wire transfer deposited into an account for the benefit of immediately available funds to the Company at least one day three business days prior to the Initial Closing Date in accordance with effective date of the Company’s wiring instructions. It is agreed that registration statement (“Registration Statement”) relating to the Public Offering (the “Funding Date”) and paid to the Company on the Initial IPO Closing Date. On the IPO Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser Purchaser, or effect such delivery in book-entry form.
(ii) . On the date of any the consummation of the closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 1,718 Private Placement Units, in the same proportion as the amount of the over-allotment option that is then so exercised, at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 18,690 (if the over-over- allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which shall be deposited into an account for the benefit of the Company by the Funding Date and paid by wire transfer of immediately available funds to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following upon the payment by the Purchaser of the Over-allotment Purchase Price payable by it by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form. Any unused portion of the Over-allotment Purchase Price shall be returned to the Purchaser following the Over-allotment Closing Date.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Bowen Acquisition Corp)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 370,500 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 3,705,000 (the “Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructionsinstructions at least one business day prior to the IPO Closing Date. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser Purchaser, or effect such delivery in book-entry form.
(ii) . On the date of any the consummation of the closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 38,700 Private Placement Units, in the same proportion as the amount of the over- allotment option that is then so exercised, at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 387,000 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company in accordance with the Company’s wiring instructions at least one business day prior to such Over-allotment Closing Date in accordance with Date. On the Company’s wiring instructions. It is agreed that on the Over-Over- allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following upon the payment by the Purchaser of the Over-allotment Purchase Price payable by it by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Alphatime Acquisition Corp)
Purchase and Sale of the Private Placement Units. (i) On the date of Simultaneously with the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by each of the Purchaser Purchasers and the Company (the “Initial Closing Date”), the Company shall issue and sell to the PurchaserPurchasers, and the Purchaser Purchasers, severally and not jointly, shall purchase from the Company, an aggregate of 570,000 547,500 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 5,475,000 (the “Purchase Price”), which shall . The number of Private Placement Units to be paid purchased by wire transfer of immediately available funds to the Company at least one day prior to each Purchaser on the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Initial Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (Purchaser’s name on such Purchaser’s “Unit Purchase Commitment”)signature page hereto. On the Initial Closing Date, following the payment by the Purchaser of Purchasers shall pay the Purchase Price by wire transfer of immediately available funds to the trust account (the “Trust Account”) maintained by Continental Stock Transfer & Trust Company, acting as trustee (”Continental”), at least one (1) business day prior to the date of effectiveness (the “Effective Date”) of the registration statement relating to the Public Offering (the “Registration Statement”). On the Initial Closing Date, upon the payment by the Purchasers of the Purchase Price, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On Simultaneously with the date consummation of any the closing of the over-allotment option in connection with the Public Offering (the “Over-Allotment Option”) or on such earlier time and date as may be mutually agreed by each of the Purchaser Purchasers and the Company (each such date, an “Over-allotment Allotment Closing Date,” and each Over-allotment Allotment Closing Date (if any) and the Initial Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the PurchaserPurchasers, and the Purchaser Purchasers, severally and not jointly, shall purchase from the Company, up to an aggregate of 40,500 additional 52,500 Private Placement Warrants (the “Additional Units”), in the same proportion as the amount of the option that is then so exercised, and simultaneously with such purchase of Additional Units, as payment in full for the Additional Units being purchased hereunder, and at a price of least one (1) business day prior to the Over-Allotment Closing Date, Purchasers shall pay $10.00 per unit for Additional Unit, up to an aggregate purchase price amount of up to $405,000 (if the over-allotment option in connection with the Public Offering is exercised in full) 525,000 (the “Over-allotment Allotment Purchase Price”), which shall be paid by wire transfer of immediately available funds or by such other method as may be reasonably acceptable to the Company at least one day prior Company, to such Over-allotment Closing Date in accordance with the Company’s wiring instructionsTrust Account. It is agreed that The number of Private Placement Units to be purchased by each Purchaser on the Over-allotment Allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount Date is set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised)Purchaser’s name on such Purchaser’s signature page hereto. On the Over-allotment Allotment Closing Date, following upon the payment by the Purchaser Purchasers of the Over-allotment Allotment Purchase Price by wire transfer of immediately available funds to the CompanyPrice, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Additional Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (G3 VRM Acquisition Corp.)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 45,000 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 450,000 (the “Purchase Price”), which shall be paid by wire transfer deposited into an account for the benefit of immediately available funds to the Company at least one day three business days prior to the Initial Closing Date in accordance with effective date of the Company’s wiring instructions. It is agreed that registration statement (“Registration Statement”) relating to the Public Offering (the “Funding Date”) and paid to the Company on the Initial IPO Closing Date. On the IPO Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser Purchaser, or effect such delivery in book-entry form.
(ii) . On the date of any the consummation of the closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 4,219 Private Placement Units, in the same proportion as the amount of the over-allotment option that is then so exercised, at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 42,190 (if the over-over- allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which shall be deposited into an account for the benefit of the Company by the Funding Date and paid by wire transfer of immediately available funds to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following upon the payment by the Purchaser of the Over-allotment Purchase Price payable by it by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form. Any unused portion of the Over-allotment Purchase Price shall be returned to the Purchaser following the Over-allotment Closing Date.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (RF Acquisition Corp II)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 570,000 125,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $5,700,000 1,250,000 (the “Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on instructions at least one business day prior to the Initial Closing Date, Purchaser will be responsible for purchasing a number date of effectiveness of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”)Registration Statement . On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser Purchaser, or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 18,750 Private Placement Units, Units in the same proportion as the amount of the over-allotment option that is then so exercised, at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 187,500 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which shall be paid by wire transfer of immediately available funds to , the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following upon the payment by the Purchaser of the Over-allotment Purchase Price payable by them by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Property Solutions Acquisition Corp. II)
Purchase and Sale of the Private Placement Units. (i) On the date of Simultaneously with the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 950,000 Private Placement Units at a price of $10.00 per unit Unit for an aggregate purchase price of $5,700,000 9,500,000 (the “Purchase Price”), which . Purchaser shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Initial Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser a) pay $7,500,000 of the Purchase Price by wire transfer of immediately available funds to the trust account (the “Trust Account”) maintained by Continental Stock Transfer & Trust Company, acting as trustee (“Continental”) and (b) pay $2,000,000 of the Purchase Price by wire transfer of immediately available funds to the operating account maintained by the Company (the account details of which have been separately provided to the Purchaser), no later than one (1) business day prior to the date of the consummation of the Public Offering. In the event that the Public Offering is not consummated, the Purchase Price shall be returned to the Purchaser. On the Initial Closing Date, upon the payment by the Purchaser of the Purchase Price, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On Simultaneously with the date consummation of any the closing of the over-allotment option in connection with the Public Offering (the “Over-Allotment Option”) or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Allotment Closing Date,” and each Over-allotment Allotment Closing Date (if any) and the Initial Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional up to 142,500 Private Placement Units, in the same proportion as the amount of the option that is then so exercised, Units at a price of $10.00 per unit Unit for an aggregate purchase price of up to $405,000 1,425,000 (if the overOver-allotment option Allotment Option in connection with the Public Offering is exercised in full) (the “Over-allotment Allotment Purchase Price”), which . Purchaser shall be paid by wire transfer of immediately available funds to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser a) pay $1,125,000 of the Over-allotment Allotment Purchase Price by wire transfer of immediately available funds to the Trust Account maintained by Continental and (b) pay $300,000 of the Over-Allotment Purchase Price by wire transfer of immediately available funds to the operating account maintained by the Company (the account details of which have been separately provided to the Purchaser), no later than one (1) business day prior to the Over-Allotment Closing Date. On the Over-allotment Closing Date, upon the payment by the Purchaser of the Over-Allotment Purchase Price to the Company, the CompanyCompany shall, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Burgundy Technology Acquisition Corp)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 192,855 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 1,928,550 (the “Purchase Price”). The Purchaser shall pay, which shall be paid at least one (1) business day prior to the IPO Closing Date, the Purchase Price by wire transfer of immediately available funds funds, to accounts designated by the Company, including to the Company trust account (the “Trust Account”), at least one day prior a financial institution to be chosen by the Initial Closing Date Company, maintained by Continental Stock Transfer & Trust Company, acting as trustee, in accordance with the Company’s wiring instructions. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number subject to receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option option, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 19,285 Private Placement UnitsUnits (or, to the extent the over-allotment option is not exercised in full, a lesser number of Private Placement Units in proportion to the same proportion as the amount portion of the over-allotment option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 192,850 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which . The Purchaser shall be paid pay the Over-allotment Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company or the Trust Account (as set forth in the wire instructions), at least one (1) business day prior to such the applicable Over-allotment Closing Date in accordance with the Company’s wiring instructionsDate. It is agreed that on the On each Over-allotment Closing Date, Purchaser will be responsible for purchasing up subject to receipt of funds pursuant to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Unit Subscription Agreement (Concord Acquisition Corp)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 18,000 Private Placement Units at a price of $10.00 per unit for an aggregate purchase price of $5,700,000 180,000 (the “Purchase Price”), which shall be paid by wire transfer deposited into an account for the benefit of immediately available funds to the Company at least one day three business days prior to the Initial Closing Date in accordance with effective date of the Company’s wiring instructions. It is agreed that registration statement (“Registration Statement”) relating to the Public Offering (the “Funding Date”) and paid to the Company on the Initial IPO Closing Date. On the IPO Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser Purchaser, or effect such delivery in book-entry form.
(ii) . On the date of any the consummation of the closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 1,869 Private Placement Units, in the same proportion as the amount of the over-allotment option that is then so exercised, at a price of $10.00 per unit for an aggregate purchase price of up to $405,000 18,690 (if the over-over- allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which shall be deposited into an account for the benefit of the Company by the Funding Date and paid by wire transfer of immediately available funds to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following upon the payment by the Purchaser of the Over-allotment Purchase Price payable by it by wire transfer of immediately available funds to the Company, the CompanyCompany shall either, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form. Any unused portion of the Over-allotment Purchase Price shall be returned to the Purchaser following the Over-allotment Closing Date.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Bowen Acquisition Corp)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 215,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 2,150,000 (the “Purchase Price”), which . The Purchaser shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Initial Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of pay the Purchase Price by wire transfer of immediately available funds in the following amounts: (a) $1,350,000 to or on behalf of the Company at a financial institution to be chosen by the Company; and (b) $800,000 to the trust account maintained by Wilmington Trust Company, acting as trustee (the “Trust Account”), in each case in accordance with the Company’s wiring instructions, at least one business day prior to the IPO Closing Date; provided, however, that if underwriters of the Public Offering exercise their option to purchase additional units, in whole or in part, the amount in clause (b) shall instead be equal to 2% of the gross proceeds of the Public Offering, including such option, and the amount in clause (a) shall instead be equal to the difference between (x) $2,150,000 and (y) 2% of the gross proceeds of the Public Offering. On the IPO Closing Date, subject to the receipt of funds pursuant to the immediately prior sentence, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any the closing of the over-allotment option to purchase additional units, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an the “Over-allotment Option Closing Date,” ”, and each Over-allotment Option Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 12,000 Private Placement UnitsUnits (or, to the extent the option to purchase additional units is not exercised in the same full, a lesser number of Private Placement Units in proportion as the amount to portion of the option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 (if the over-allotment option in connection with the Public Offering is exercised in full) 120,000 (the “Over-allotment Option Purchase Price”), which . The Purchaser shall be paid pay the Option Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company Trust Account, at least one business day prior to such Over-allotment the Option Closing Date in accordance with Date. On the Company’s wiring instructions. It is agreed that on the Over-allotment Option Closing Date, Purchaser will be responsible for purchasing up subject to the number receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the CompanyCompany shall, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Private Placement Unit Purchase Agreement (TradeUP Global Corp)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 659,091 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 6,590,910 (the “Purchase Price”). The Purchaser shall pay, which shall be paid at least one (1) business day prior to the IPO Closing Date, the Purchase Price by wire transfer of immediately available funds funds, to accounts designated by the Company, including to the Company trust account (the “Trust Account”), at least one day prior a financial institution to be chosen by the Initial Closing Date Company, maintained by Continental Stock Transfer & Trust Company, acting as trustee, in accordance with the Company’s wiring instructions. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number subject to receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option option, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 65,909 Private Placement UnitsUnits (or, to the extent the over-allotment option is not exercised in full, a lesser number of Private Placement Units in proportion to the same proportion as the amount portion of the over-allotment option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 659,090 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which . The Purchaser shall be paid pay the Over-allotment Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company or the Trust Account (as set forth in the wire instructions), at least one (1) business day prior to such the applicable Over-allotment Closing Date in accordance with the Company’s wiring instructionsDate. It is agreed that on the On each Over-allotment Closing Date, Purchaser will be responsible for purchasing up subject to receipt of funds pursuant to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Unit Subscription Agreement (Foresight Acquisition Corp. II)
Purchase and Sale of the Private Placement Units. (i) On As payment in full for the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 [●] Private Placement Units at a price of being purchased under this Agreement, Purchaser shall pay $10.00 per unit for an aggregate purchase price of $5,700,000 [●] (the “Purchase Price”), which shall be paid by wire transfer of immediately available funds or by such other method as may be reasonably acceptable to the Company Company, to the trust account (the “Trust Account”) at a financial institution to be chosen by the Company, maintained by Continental Stock Transfer & Trust Company, acting as trustee, at least one (1) business day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Initial Closing Date, Purchaser will be responsible for purchasing a number date of effectiveness of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the Company, at its option, shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry formRegistration Statement.
(ii) On In the date of any closing of event that the over-allotment option is exercised in connection with the Public Offering full or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such datein part, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional [●] Private Placement Units (the “Additional Private Placement Units”), in the same proportion as the amount of the over-allotment option that is then so exercised, and simultaneously with such purchase of Additional Private Placement Units, as payment in full for the Additional Private Placement Units being purchased hereunder, and at a price least one (1) business day prior to the closing of $10.00 per unit for an aggregate purchase price all or any portion of up to $405,000 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”)option, which Purchaser shall be paid each pay $10.00 per Additional Private Placement Unit, up to an aggregate amount of $[●], by wire transfer of immediately available funds or by such other method as may be reasonably acceptable to the Company at least one day prior to such Over-allotment Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date, Purchaser will be responsible for purchasing up to the number Trust Account.
(iii) The closing of the purchase and sale of the Private Placement Units equal to shall take place simultaneously with the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount closing of the option that is then so exercisedPublic Offering (the “Initial Closing Date”). On The closing of the Overpurchase and sale of the Additional Private Placement Units, if applicable, shall take place simultaneously with the closing of all or any portion of the over-allotment option (such closing date, together with the Initial Closing Date, following the payment by the Purchaser “Closing Dates” and each, a “Closing Date”). The closing of the Over-allotment Purchase Price by wire transfer purchase and sale of immediately available funds to the Company, the Company, at its option, shall deliver certificates evidencing each of the Private Placement Units purchased and the Additional Private Placement Units shall take place at the offices of Xxxxxx Xxxxxx LLP, 000 X Xxxxxx XX, Xxxxx 000, Xxxxxxxxxx, XX, 00000, or such other place as may be agreed upon by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry formparties hereto.
Appears in 1 contract
Samples: Private Placement Units Purchase Agreement (Sportsmap Tech Acquisition Corp.)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 350,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 3,500,000 (the “Purchase Price”). The Purchaser shall pay, which shall be paid at least one (1) business day prior to the IPO Closing Date, the Purchase Price by wire transfer of immediately available funds funds, to accounts designated by the Company, including to the Company trust account (the “Trust Account”), at least one day prior a financial institution to be chosen by the Initial Closing Date Company, maintained by Continental Stock Transfer & Trust Company, acting as trustee, in accordance with the Company’s wiring instructions. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number subject to receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option option, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 60,000 Private Placement UnitsUnits (or, to the extent the over-allotment option is not exercised in full, a lesser number of Private Placement Units in proportion to the same proportion as the amount portion of the over-allotment option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 600,000 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which . The Purchaser shall be paid pay the Over-allotment Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company or the Trust Account (as set forth in the wire instructions), at least one (1) business day prior to such the applicable Over-allotment Closing Date in accordance with the Company’s wiring instructionsDate. It is agreed that on the On each Over-allotment Closing Date, Purchaser will be responsible for purchasing up subject to receipt of funds pursuant to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Unit Subscription Agreement (Jackson Acquisition Co II)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 218,569 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 2,185,690 (the “Purchase Price”). The Purchaser shall pay, which shall be paid at least one (1) business day prior to the IPO Closing Date, the Purchase Price by wire transfer of immediately available funds funds, to accounts designated by the Company, including to the Company trust account (the “Trust Account”), at least one day prior a financial institution to be chosen by the Initial Closing Date Company, maintained by Continental Stock Transfer & Trust Company, acting as trustee, in accordance with the Company’s wiring instructions. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number subject to receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column A of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any the consummation of the closing of the over-allotment option option, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 23,142 Private Placement UnitsUnits (or, to the extent the over-allotment option is not exercised in full, a lesser number of Private Placement Units in proportion to the same proportion as the amount portion of the over-allotment option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 231,420 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which . The Purchaser shall be paid pay the Over-allotment Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company or the Trust Account (as set forth in the wire instructions), at least one (1) business day prior to such the applicable Over-allotment Closing Date in accordance with the Company’s wiring instructionsDate. It is agreed that on the On each Over-allotment Closing Date, Purchaser will be responsible for purchasing up subject to receipt of funds pursuant to the number of the Private Placement Units equal to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the Company, at its option, Company shall deliver certificates evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
Appears in 1 contract
Samples: Unit Subscription Agreement (Concord Acquisition Corp)
Purchase and Sale of the Private Placement Units. (i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, an aggregate of 570,000 400,000 Private Placement Units at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of $5,700,000 4,000,000 (the “Purchase Price”), which . The Purchaser shall be paid by wire transfer of immediately available funds pay $2,000,000 to the Company at least one day prior a financial institution to be chosen by the Company, and (ii) $2,000,000 to the Initial Closing Date trust account (the “Trust Account”) maintained by Continental Stock Transfer & Trust Company, acting as trustee, in each case in accordance with the Company’s wiring instructions, at least one (1) business day prior to the IPO Closing Date. It is agreed that on On the Initial IPO Closing Date, Purchaser will be responsible for purchasing a number of the Private Placement Units equal subject to the amount set forth opposite such Subscriber in Column A receipt of Schedule I hereto (such Purchaser’s “Unit Purchase Commitment”). On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds pursuant to the Companyimmediately prior sentence, the Company, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser or effect such delivery in book-entry form.
(ii) On the date of any closing of the over-allotment option to purchase additional units, if any, in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Option Closing Date,” ”, and each Over-allotment Option Closing Date (if any) and the Initial IPO Closing Date being sometimes referred to herein as Date, a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 40,500 additional 30,000 Private Placement UnitsUnits (or, to the extent the option to purchase additional units is not exercised in the same full, a lesser number of Private Placement Units in proportion as the amount to portion of the option that is then so exercised, ) at a price of $10.00 per unit Private Placement Unit for an aggregate purchase price of up to $405,000 (if the over-allotment option in connection with the Public Offering is exercised in full) 300,000 (the “Over-allotment Option Purchase Price”), which . The Purchaser shall be paid pay the Option Purchase Price in accordance with the Company’s wire instruction by wire transfer of immediately available funds to the Company Trust Account, at least one (1) business day prior to such Over-allotment any Option Closing Date. On each Option Closing Date in accordance with the Company’s wiring instructions. It is agreed that on the Over-allotment Closing Date(if any), Purchaser will be responsible for purchasing up subject to the number receipt of the Private Placement Units equal funds pursuant to the amount set forth opposite such Subscriber in Column B of Schedule I hereto (in the same proportion as the amount of the option that is then so exercised). On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Companyprior sentence, the CompanyCompany shall, at its option, shall deliver certificates a certificate evidencing the Private Placement Units purchased by the Purchaser on such date duly registered in the respective Purchaser’s name to the Purchaser, Purchaser or effect such delivery in book-entry form.
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Samples: Private Placement Units Purchase Agreement (European Biotech Acquisition Corp.)