Common use of Purchase and Sale of the Sponsor Warrants Clause in Contracts

Purchase and Sale of the Sponsor Warrants. (a) As payment in full for the 4,500,000 Sponsor Warrants being purchased under this Agreement, Purchaser shall pay $4,500,000 (the “Purchase Price”), by wire transfer of immediately available funds or by such other method as may be reasonably acceptable to the Company, to the trust account (the “Trust Account”) at a financial institution to be chosen by the Company, maintained by X.X. Xxxxxx Xxxxx Bank, N.A. with Continental Stock Transfer & Trust Company acting as trustee, at least one (1) business day prior to the date of effectiveness of the Registration Statement. (b) In the event that the over-allotment option is exercised in full or in part, Purchaser shall purchase up to an additional 450,000 Sponsor Warrants (the “Additional Sponsor Warrants”), in the same proportion as the amount of the over-allotment option that is exercised, and simultaneously with such purchase of Additional Sponsor Warrants, as payment in full for the Additional Sponsor Warrants being purchased hereunder, and at least one (1) business day prior to the closing of all or any portion of the over-allotment option, Purchaser shall pay $1.00 per Additional Sponsor Warrant, up to an aggregate amount of approximately $450,000, by wire transfer of immediately available funds or by such other method as may be reasonably acceptable to the Company, to the Trust Account. (c) The closing of the purchase and sale of the Sponsor Warrants shall take place simultaneously with the closing of the Public Offering (the “Initial Closing Date”). The closing of the purchase and sale of the Additional Sponsor Warrants, 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, the “Closing Dates” and each, a “Closing Date”).

Purchase and Sale of the Sponsor Warrants. (a) As payment in full for the 4,500,000 8,000,000 Sponsor Warrants being purchased under this Agreement, Purchaser shall pay $4,500,000 8,000,000 (the “Purchase Price”), by wire transfer of immediately available funds or by such other method as may be reasonably acceptable to the Company, to the trust account (the “Trust Account”) at a financial institution to be chosen by the Company, maintained by X.X. J.X. Xxxxxx Xxxxx Cxxxx Bank, N.A. with Continental Stock Transfer & Trust Company acting as trustee, at least one (1) business day prior to the date of effectiveness of the Registration Statement. (b) In the event that the over-allotment option is exercised in full or in part, Purchaser shall purchase up to an additional 450,000 900,000 Sponsor Warrants (the “Additional Sponsor Warrants”), in the same proportion as the amount of the over-allotment option that is exercised, and simultaneously with such purchase of Additional Sponsor Warrants, as payment in full for the Additional Sponsor Warrants being purchased hereunder, and at least one (1) business day prior to the closing of all or any portion of the over-allotment option, Purchaser shall pay $1.00 per Additional Sponsor Warrant, up to an aggregate amount of approximately $450,000900,000, by wire transfer of immediately available funds or by such other method as may be reasonably acceptable to the Company, to the Trust Account. (c) The closing of the purchase and sale of the Sponsor Warrants shall take place simultaneously with the closing of the Public Offering (the “Initial Closing Date”). The closing of the purchase and sale of the Additional Sponsor Warrants, 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, the “Closing Dates” and each, a “Closing Date”). The closing of the purchase and sale of each of the Sponsor Warrants and the Additional Sponsor Warrants shall take place at the offices of Lxxxxx & Wxxxxxx LLP, 800 Xxxx Xxxxxx, Xxxxx 0000, Xxxxxxx, Xxxxx, 00000, or such other place as may be agreed upon by the parties hereto.

Purchase and Sale of the Sponsor Warrants. (a) As payment in full for the 4,500,000 5,666,667 Sponsor Warrants being purchased under this AgreementAgreement (less the number of GSAM Warrants sold to GSAM by the Company), Purchaser shall pay $4,500,000 8,500,000 (the “Purchase Price”) (less the value of GSAM Warrants paid by GSAM), by wire transfer of immediately available funds or by such other method as may be reasonably acceptable to the Company, to the trust account (the “Trust Account”) at a financial institution to be chosen by the Company, maintained by X.X. Xxxxxx Xxxxx Chase Bank, N.A. with Continental American Stock Transfer & Trust Company Company, LLC, a New York Limited liability trust company, acting as trustee, at least one (1) business day prior to the date of effectiveness of the Registration Statement. (b) In the event that the over-allotment option is exercised in full or in part, Purchaser shall purchase up to an additional 450,000 600,000 Sponsor Warrants (the “Additional Sponsor Warrants”), in the same proportion as the amount of the over-allotment option that is exercised, and simultaneously with such purchase of Additional Sponsor Warrants, as payment in full for the Additional Sponsor Warrants being purchased hereunder, and at least one (1) business day prior to the closing of all or any portion of the over-allotment option, Purchaser shall pay $1.00 1.50 per Additional Sponsor Warrant, up to an aggregate amount of approximately $450,000900,000, by wire transfer of immediately available funds or by such other method as may be reasonably acceptable to the Company, to the Trust Account. (c) The closing of the purchase and sale of the Sponsor Warrants shall take place simultaneously with the closing of the Public Offering (the “Initial Closing Date”). The closing of the purchase and sale of the Additional Sponsor Warrants, 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, the “Closing Dates” and each, a “Closing Date”). The closing of the purchase and sale of each of the Sponsor Warrants and the Additional Sponsor Warrants shall take place at the offices of Xxxxxx & Xxxxxxx LLP, 000 Xxxx Xxxxxx, Xxxxx 0000, Xxxxxxx, Xxxxx 00000, or such other place as may be agreed upon by the parties hereto.

Purchase and Sale of the Sponsor Warrants. (ai) As payment in full for the 4,500,000 7,000,000 Sponsor Warrants being purchased under this Agreement, Purchaser shall pay $4,500,000 7,000,000 (the “Purchase Price”), by wire transfer of immediately available funds or by such other method as may be reasonably acceptable to in accordance with the Company, to the trust account (the “Trust Account”) at a financial institution to be chosen by the Company, maintained by X.X. Xxxxxx Xxxxx Bank, N.A. with Continental Stock Transfer & Trust Company acting as trustee’s wiring instructions, at least one (1) business day prior to the date of effectiveness initial closing of the Registration StatementPublic Offering, or at such earlier date as the Company and the Purchaser may agree. (bii) In the event that the underwriters’ over-allotment option is exercised in full or in part, Purchaser shall purchase up to an additional 450,000 750,000 Sponsor Warrants (the “Additional Sponsor Warrants”), in the same proportion as the amount of the over-allotment option that is exercised, and simultaneously with such purchase of Additional Sponsor Warrants, as . As payment in full for the Additional Sponsor Warrants then being purchased hereunder, and at least one (1) business day prior to the applicable closing of all or any portion of the over-allotment option, or on such earlier date as the Company and the Purchaser may agree, the Purchaser shall pay $1.00 per Additional Sponsor Warrant, up to an aggregate amount of approximately $450,000750,000, by wire transfer of immediately available funds or by such other method as may be reasonably acceptable to in accordance with the Company, to the Trust Account’s wiring instructions. (ciii) The closing of the purchase and sale of the 7,000,000 Sponsor Warrants shall take place simultaneously with the initial closing of the Public Offering (the “Initial Closing Date”). The closing of the purchase and sale of the Additional Sponsor Warrants, 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, the “Closing Dates” and each, a “Closing Date”). The closing of the purchase and sale of each of the 7,000,000 Sponsor Warrants and the Additional Sponsor Warrants shall take place at the offices of Xxxxxx Xxxxxxxx Xxxxx & Xxxxxxxx, 0 Xxxxxxx Xxxxx, Xxx Xxxx, Xxx Xxxx, 00000, or such other place as may be agreed upon by the parties hereto.

Purchase and Sale of the Sponsor Warrants. (a) As payment in full for the 4,500,000 7,100,000 Sponsor Warrants being purchased under this Agreement, Purchaser shall pay $4,500,000 7,100,000 (the “Purchase Price”), by wire transfer of immediately available funds or by such other method as may be reasonably acceptable to the Company, to the trust account (the “Trust Account”) at a financial institution to be chosen by the Company, maintained by X.X. Xxxxxx Xxxxx Bank, N.A. Wxxxx Fargo Bank with Continental Stock Transfer & Trust Company acting as trustee, at least one (1) business day prior to on the closing date of effectiveness of the Registration StatementPublic Offering or such earlier date as the Company and the Purchaser shall agree. (b) In the event that the over-allotment option is exercised in full or in part, Purchaser shall purchase up to an additional 450,000 720,000 Sponsor Warrants (the “Additional Sponsor Warrants”), in the same proportion as the amount of the over-allotment option that is exercised, and simultaneously with such purchase of Additional Sponsor Warrants, as payment in full for the Additional Sponsor Warrants being purchased hereunder, and at least one (1) business day prior to the closing of all or any portion of the over-allotment option, Purchaser shall pay $1.00 per Additional Sponsor Warrant, up to an aggregate amount of approximately $450,000720,000, by wire transfer of immediately available funds or by such other method as may be reasonably acceptable to the Company, to the Trust Account. (c) The closing of the purchase and sale of the Sponsor Warrants shall take place simultaneously with the closing of the Public Offering (the “Initial Closing Date”). The closing of the purchase and sale of the Additional Sponsor Warrants, 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, the “Closing Dates” and each, a “Closing Date”). The closing of the purchase and sale of each of the Sponsor Warrants and the Additional Sponsor Warrants shall take place at the offices of Lxxxxx & Wxxxxxx LLP, 800 Xxxx Xxxxxx, Xxxxx 0000, Xxxxxxx, Xxxxx, 00000, or such other place as may be agreed upon by the parties hereto.”

Purchase and Sale of the Sponsor Warrants. (ai) As payment in full for the 4,500,000 5,062,500 Sponsor Warrants (the “Initial Sponsor Warrants”) being purchased under this Agreement, Purchaser shall pay $4,500,000 5,062,500 (the “Purchase Price”), by wire transfer of immediately available funds or by such other method as may be reasonably acceptable to the Company, to the trust account (the “Trust Account”) at a financial institution to be chosen by the Company, maintained by X.X. Xxxxxx Xxxxx Bank, N.A. with Continental Stock Transfer & Trust Company Company, acting as trustee, at least one (1) business day prior to the date of effectiveness of the Registration Statement. (bii) In the event that the over-allotment option is exercised in full or in part, Purchaser shall purchase up to an additional 450,000 421,875 Sponsor Warrants (the “Additional Sponsor Warrants”), in the same proportion as the amount of the over-allotment option that is exercised, and simultaneously with such purchase of Additional Sponsor Warrants, as payment in full for the Additional Sponsor Warrants being purchased hereunder, and at least one (1) business day prior to the closing of all or any portion of the over-allotment option, Purchaser shall pay $1.00 per Additional Sponsor Warrant, up to an aggregate amount of approximately $450,000421,875, by wire transfer of immediately available funds or by such other method as may be reasonably acceptable to the Company, to the Trust Account. (ciii) The closing of the purchase and sale of the Initial Sponsor Warrants shall take place simultaneously with the closing of the Public Offering (the “Initial Closing Date”). The closing of the purchase and sale of the Additional Sponsor Warrants, 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, the “Closing Dates” and each, a “Closing Date”). The closing of the purchase and sale of each of the Initial Sponsor Warrants and the Additional Sponsor Warrants shall take place at the offices of Loeb & Loeb LLP, 300 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, or such other place as may be agreed upon by the parties hereto.

Purchase and Sale of the Sponsor Warrants. (a) As payment in full for the 4,500,000 7,500,000 Sponsor Warrants being purchased under this Agreement, Purchaser shall pay $4,500,000 7,500,000 (the “Purchase Price”), by wire transfer of immediately available funds or by such other method as may be reasonably acceptable to the Company, to the trust account (the “Trust Account”) at a financial institution to be chosen by the Company, maintained by X.X. Xxxxxx Xxxxx Bank, N.A. with Continental Stock Transfer & Trust Company acting as trustee, at least one (1) business day prior to the date of effectiveness of the Registration Statement. (b) In the event that the over-allotment option is exercised in full or in part, Purchaser shall purchase up to an additional 450,000 375,000 Sponsor Warrants (the “Additional Sponsor Warrants”), in the same proportion as the amount of the over-allotment option that is exercised, and simultaneously with such purchase of Additional Sponsor Warrants, as payment in full for the Additional Sponsor Warrants being purchased hereunder, and at least one (1) business day prior to the closing of all or any portion of the over-allotment option, Purchaser shall pay $1.00 per Additional Sponsor Warrant, up to an aggregate amount of approximately $450,000375,000, by wire transfer of immediately available funds or by such other method as may be reasonably acceptable to the Company, to the Trust Account. (c) The closing of the purchase and sale of the Sponsor Warrants shall take place simultaneously with the closing of the Public Offering (the “Initial Closing Date”). The closing of the purchase and sale of the Additional Sponsor Warrants, 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, the “Closing Dates” and each, a “Closing Date”). The closing of the purchase and sale of each of the Sponsor Warrants and the Additional Sponsor Warrants shall take place at the offices of Xxxxxxx Xxxxxxx, LLP, 000 Xxxxx Xxxxxx, Xxxxx 000, Xxxxxxx, XX 00000, or such other place as may be agreed upon by the parties hereto.

Purchase and Sale of the Sponsor Warrants. (ai) As payment in full for the 4,500,000 7,776,667 Sponsor Warrants being purchased under this Agreement, Purchaser shall pay $4,500,000 5,832,500 (the “Purchase Price”), by wire transfer of immediately available funds or by such other method as may be reasonably acceptable to the Company, to the trust account (the “Trust Account”) at a financial institution to be chosen by the Company, maintained by X.X. Xxxxxx Xxxxx Bank, N.A. with Continental Stock Transfer & Trust Company Company, acting as trusteetrustee (“Continental”), or into an escrow account maintained by Ellenoff Gxxxxxxx & Schole LLP (“EG&S”), counsel for the Company, at least one (1) business day prior to the date of effectiveness of the registration statement to be filed in connection with the Public Offering (the “Registration Statement”). (bii) In the event that the over-allotment option is exercised in full or in part, Purchaser shall purchase up to an additional 450,000 560,000 Sponsor Warrants (the “Additional Sponsor Warrants”), in the same proportion as the amount of the over-allotment option that is exercised, and simultaneously with such purchase of Additional Sponsor Warrants, as payment in full for the Additional Sponsor Warrants being purchased hereunder, and at least one (1) business day prior to the closing of all or any portion of the over-allotment option, Purchaser shall pay $1.00 0.75 per Additional Sponsor Warrant, up to an aggregate amount of approximately $450,000420,000, by wire transfer of immediately available funds or by such other method as may be reasonably acceptable to the Company, to the Trust Account. (ciii) The closing of the purchase and sale of the Sponsor Warrants shall take place simultaneously with the closing of the Public Offering (the “Initial Closing Date”). The closing of the purchase and sale of the Additional Sponsor Warrants, 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, the “Closing Dates” and each, a “Closing Date”). The closing of the purchase and sale of each of the Sponsor Warrants and the Additional Sponsor Warrants shall take place at the offices of EG&S, 1000 Xxxxxx xx xxx Xxxxxxxx, Xxx Xxxx, Xxx Xxxx, 00000, or such other place as may be agreed upon by the parties hereto.

Purchase and Sale of the Sponsor Warrants. (ai) As payment in full for the 4,500,000 11,600,000 Sponsor Warrants being purchased under this Agreement, Purchaser shall pay $4,500,000 5,800,000 (the “Purchase Price”), by wire transfer of immediately available funds or by such other method as may be reasonably acceptable to the Company, to the trust account (the “Trust Account”) at a financial institution to be chosen by the Company, maintained by X.X. Xxxxxx Xxxxx Bank, N.A. with Continental Stock Transfer & Trust Company Company, acting as trusteetrustee (“Continental”), or into an escrow account maintained by Ellenoff Xxxxxxxx & Schole LLP (“EG&S”), counsel for the Company, at least one (1) business day prior to the date of effectiveness of the registration statement to be filed in connection with the Public Offering (the “Registration Statement”). (bii) In the event that the over-allotment option is exercised in full or in part, Purchaser shall purchase up to an additional 450,000 1,215,000 Sponsor Warrants (the “Additional Sponsor Warrants”), in the same proportion as the amount of the over-allotment option that is exercised, and simultaneously with such purchase of Additional Sponsor Warrants, as payment in full for the Additional Sponsor Warrants being purchased hereunder, and at least one (1) business day prior to the closing of all or any portion of the over-allotment option, Purchaser shall pay $1.00 0.50 per Additional Sponsor Warrant, up to an aggregate amount of approximately $450,000607,500, by wire transfer of immediately available funds or by such other method as may be reasonably acceptable to the Company, to the Trust Account. (ciii) The closing of the purchase and sale of the Sponsor Warrants shall take place simultaneously with the closing of the Public Offering (the “Initial Closing Date”). The closing of the purchase and sale of the Additional Sponsor Warrants, 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, the “Closing Dates” and each, a “Closing Date”). The closing of the purchase and sale of each of the Sponsor Warrants and the Additional Sponsor Warrants shall take place at the offices of EG&S, 0000 Xxxxxx xx xxx Xxxxxxxx, Xxx Xxxx, Xxx Xxxx, 00000, or such other place as may be agreed upon by the parties hereto.

Purchase and Sale of the Sponsor Warrants. (a) As payment in full for the 4,500,000 4,866,667 Sponsor Warrants being purchased under this Agreement, Purchaser shall pay $4,500,000 7,300,000.50 (the “Purchase Price”), by wire transfer of immediately available funds or by such other method as may be reasonably acceptable to the Company, to the trust account (the “Trust Account”) at a financial institution to be chosen by the Company, maintained by X.X. Xxxxxx Xxxxx JPMorgan Chase Bank, N.A. with Continental Stock Transfer & Trust Company acting as trustee, at least one (1) business day prior to the date of effectiveness the closing of the Registration StatementPublic Offering. (b) In the event that the over-allotment option is exercised in full or in part, Purchaser shall purchase up to an additional 450,000 500,000 Sponsor Warrants (the “Additional Sponsor Warrants”), in the same proportion as the amount of the over-allotment option that is exercised, and simultaneously with such purchase of Additional Sponsor Warrants, as payment in full for the Additional Sponsor Warrants being purchased hereunder, and at least one (1) business day prior to the closing of all or any portion of the over-allotment option, Purchaser shall pay $1.00 1.50 per Additional Sponsor Warrant, up to an aggregate amount of approximately $450,000750,000, by wire transfer of immediately available funds or by such other method as may be reasonably acceptable to the Company, to the Trust Account. (c) The closing of the purchase and sale of the Sponsor Warrants shall take place simultaneously with the 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 closing of the purchase and sale of the Additional Sponsor Warrants, if applicable, shall take place simultaneously with the closing of all or any portion of the over-allotment option or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (such closing date, together with the Initial Closing Date, the “Closing Dates” and each, a “Closing Date”). The closing of the purchase and sale of each of the Sponsor Warrants and the Additional Sponsor Warrants shall take place at the offices of Xxxxxx, Xxxxx & Xxxxxxx LLP, 000 Xxxx Xxxxxx, Xxx Xxxx, XX 00000, or such other place as may be agreed upon by the parties hereto.