Representatives Warrants. The Company hereby agrees to issue to the Representative (and/or its designees) (i) at the Closing Time a warrant (“Closing Time Representative’s Warrants”) for the purchase of an aggregate of [ ● ] shares of Common Stock and (ii) on each Date of Delivery, if any, a warrant (together with the Closing Time Representative’s Warrants, the “Representative’s Warrants”) for the purchase of an aggregate of 3.0% of the number of shares of Common Stock issued on such Date of Delivery. The agreement(s) representing the Representative’s Warrants, in the form attached hereto as Exhibit C (the “Representative’s Warrant Agreement”), shall be exercisable, in whole or in part, commencing on a date which is six (6) months after the Applicable Time and expiring on the five-year anniversary of the Applicable Time at an initial exercise price per share of Common Stock of $[ ● ], which is equal to 125% of the initial public offering price of the Initial Securities. The Representative’s Warrant Agreement and the shares of Common Stock issuable upon exercise thereof are hereinafter referred to together as the “Representative’s Securities.” The Representative understands and agrees that there are significant restrictions pursuant to FINRA Rule 5110 against transferring the Representative’s Warrant Agreement and the underlying shares of Common Stock during the one hundred and eighty (180) days after the Applicable Time and by its acceptance thereof shall agree that it will not sell, transfer, assign, pledge or hypothecate the Representative’s Warrant Agreement, or any portion thereof, or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of such securities for a period of one hundred and eighty (180) days following the Applicable Time to anyone other than (i) an Underwriter or a selected dealer in connection with the offering, or (ii) a bona fide officer or partner of the Representative or of any such Underwriter or selected dealer; and only if any such transferee agrees to the foregoing lock-up restrictions. Delivery of the Representative’s Warrant Agreement shall be made at the Closing Time, and shall be issued in the name or names and in such authorized denominations as the Representative may request.
Representatives Warrants. On the Closing Date, the Company shall have delivered to the Representative executed copies of the Representative’s Warrants.
Representatives Warrants. In addition to the sums payable to the Representative as provided elsewhere herein, the Representative shall be entitled to receive at the closing occurring on the First Closing Date, for itself alone and not as Representative of the Underwriters, as additional compensation for its services, Representative’s Warrants for the purchase of up to Units at a price of $ per Unit, upon the terms and subject to adjustment and conversion as described in the form of Representative’s Warrants filed as an exhibit to the Registration Statement.
Representatives Warrants. The Company hereby agrees to issue to the Representative (and/or its designees) on the Closing Date, Warrants to purchase [______] shares of Common Stock(the “Firm Representative’s Warrants”) and, on each Option Closing Date, Warrants to purchase a number of shares of Common Stock up to an aggregate of 5% of the number of Option Shares purchased at such Option Closing Date (the “Option Representative’s Warrants” and, together with the Closing Representative’s Warrants, the “Representative’s Warrants”). The Representative’s Warrants shall be exercisable, in whole or in part, commencing 180 days from the Effective Date and expiring on the five-year anniversary of the Effective Date at an initial exercise price of $[_____] per shares of Common Stock, which is equal to one hundred and fifteen percent (110%) of the Offering price of a Share. The Representative’s Warrants and the shares of Common Stock issuable upon exercise of the Representative’s Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The form of the Representative’s Warrant is attached hereto as Annex V hereto..
Representatives Warrants. The Representative’s Warrants shall have the same terms and be in the same form as the Public Warrants.
Representatives Warrants. At each Closing Date, as applicable, the Company shall issue the Representative’s Warrants to the Representative, as set forth in Section 1(d) hereof.
Representatives Warrants. The Company hereby agrees to issue to the Representative (and/or its designees) (i) on the First Closing Date, warrants to purchase such number of Ordinary Shares equal to 8% of the Firm Shares issued at such Closing, and (ii) on the Second Closing Date, as applicable, warrants to purchase such number of Ordinary Shares equal to 8% of the Option Shares issued at such Closing, as applicable (collectively, the “Representative’s Warrants”). The Representative’s Warrants may be purchased in cash or via cashless exercise, shall be exercisable for a period of five years from the Effective Date (as defined below) of the Registration Statement (as defined below) and will terminate on the fifth anniversary of the Effective Date of the Registration Statement. The exercise price of the Representative’s Warrants is equal to 125% of the price of the initial public offering price of a Security. The Representative’s Warrants and the Ordinary Shares issuable upon exercise of the Representative’s Warrants will be deemed compensation by FINRA (as defined below), and therefore will be subject to FINRA Rule 5110(g)(1). In accordance with FINRA Rule 5110(g)(1), neither the Representative’s Warrants nor any of the Ordinary Shares issued upon exercise of the Representative’s Warrants may be sold, transferred, assigned, pledged or hypothecated, or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of such securities by any person, for a period of 180 days immediately following the date of effectiveness of the Registration Statement pursuant to which the Representative’s Warrants are to be issued, subject to certain exceptions as set forth in FINRA Rule 5110(g)(2).
Representatives Warrants. As additional consideration, the Company hereby agrees to issue and sell to I-Bankers (and/or its designees) on the Closing Date or Option Closing Date, as applicable, a warrant (the “Representative’s Warrant”) for the purchase of 8.0% of the shares of Common Stock contained in the Units sold in the Offering (excluding any shares of Common Stock underlying the Warrants and the Rights contained in the Units) (the “Representative’s Warrant Shares”). The Representative’s Warrants shall be exercisable, in whole or in part, commencing the later of (i) the closing of the Business Combination, or (ii) one-year from the Effective Date, and expiring five (5) years from the Effective Date, for cash or on a cashless basis, at an initial exercise price of $12.00 per Representative’s Warrant Share, which is equal to 120% of the initial public offering price of a Unit. The Representative’s Warrants, the Representative’s Warrant Shares and the Representative’s Shares (defined below) are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities and the Representative’s Securities are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Warrants during the first six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Warrants.
Representatives Warrants. On the Closing Date and on each Option Closing Date, the Company shall have delivered to the Representative executed Representative’s Warrants.
Representatives Warrants. On the Closing Date and at each Option Closing Date (if any), the Company shall have delivered to the Representatives executed copies of the Representatives’ Warrants.
