Common use of Sponsor Warrants Clause in Contracts

Sponsor Warrants. The Sponsor Warrants shall be identical to the Offering Warrants, except that so long as they are held by the Sponsor, the Founder or any of their Permitted Transferees (as defined below) the Sponsor Warrants: (i) may be exercised for cash or on a cashless basis, pursuant to subsection 3.3.1(c) hereof, (ii) may not be transferred, assigned or sold until thirty (30) days after the completion by the Company of an initial Business Combination (as defined below), and (iii) shall not be redeemable by the Company; provided, however, that in the case of (ii), the Sponsor Warrants and any shares of the Common Stock held by the Sponsor and issued upon exercise of the Sponsor Warrants may be transferred by the Sponsor: (a) to the Company’s officers or directors, any affiliate or family member of any of the Company’s officers or directors or any affiliate of the Sponsor or to any limited partner(s) of the Sponsor; (b) in the case of the Founder, by gift to a member of the Founder’s immediate family or to a trust, the beneficiary of which is a member of the Founder’s immediate family, an affiliate of the Founder or to a charitable organization; (c) in the case of the Founder, by virtue of the laws of descent and distribution upon death of the Founder; (d) in the case of the Founder, pursuant to a qualified domestic relations order; (e) by virtue of the laws of the state of Delaware or the Sponsor’s limited liability agreement upon dissolution of the Sponsor; (f) in the event of the Company’s liquidation prior to the completion of the Company’s initial Business Combination; or (g) in the event that the Company consummates a subsequent liquidation, merger, stock exchange or other similar transaction that results in all of the holders of the Company’s equity securities issued in the Offering having the right to exchange their shares of the Common Stock for cash, securities or other property subsequent to the consummation of the Company’s initial Business Combination; provided, however, that, in the case of clauses (a) through (d), these transferees (the “Permitted Transferees”) enter into a written agreement with the Company agreeing to be bound by the transfer restrictions in this Agreement.

Sponsor Warrants. The Sponsor Warrants shall be identical to the Offering Warrants, except that so long as they are held by the Sponsor, the Founder a Sponsor or any of their Permitted Transferees (as defined below) the Sponsor Warrants: (i) may be exercised for cash or on a cashless basis, pursuant to subsection 3.3.1(c) hereof, (ii) may not be transferred, assigned or sold until thirty (30) days after the completion by the Company of an initial Business Combination (as defined below), and (iii) shall not be redeemable by the Company; provided, howeverhowever , that in the case of (ii), the Sponsor Warrants and any shares of the Common Stock Ordinary Shares held by the a Sponsor and issued upon exercise of the Sponsor Warrants may be transferred by the a Sponsor: (a) to the Company’s officers or directors, any affiliate or family member of any of the Company’s officers or directors or any affiliate of the a Sponsor or to any limited partner(s) of the a Sponsor; (b) in the case of the Founder, by gift to a member of the Foundera Sponsor’s immediate family or to a trust, the beneficiary of which is a member of the Foundera Sponsor’s immediate family, an affiliate of the Founder a Sponsor or to a charitable organization; (c) in the case of the Founder, by virtue of the laws of descent and distribution upon death of the Foundera Sponsor; (d) in the case of the Founder, pursuant to a qualified domestic relations order; (e) by virtue of the laws of the state of Delaware or the Sponsor’s with respect to limited liability agreement upon dissolution of the Sponsorcompanies and partnerships to their respective members or partners; (f) by certain pledges to secure obligations incurred in the event connection with purchases of the Company’s liquidation prior to the completion of the Company’s initial Business Combinationour securities; or (g) in the event that the Company consummates a subsequent liquidation, merger, stock exchange by private sales made at or other similar transaction that results in all of the holders of the Company’s equity securities issued in the Offering having the right to exchange their shares of the Common Stock for cash, securities or other property subsequent prior to the consummation of our initial business combination at prices no greater than the Company’s initial Business Combinationprice at which the shares were originally purchased; providedprovided , howeverhowever , that, in the case of clauses (a) through (d)each case, these transferees (the ““ Permitted TransfereesTransferees ”) enter into a written agreement with the Company agreeing to be bound by the transfer restrictions in this Agreement.

Sponsor Warrants. The Sponsor Warrants shall be identical to the Offering Warrants, except that so long as they are held by the Sponsor, the Founder or any of their Permitted Transferees (as defined below) the Sponsor Warrants: (i) may be exercised for cash or on a cashless basis, pursuant to subsection 3.3.1(c) hereof, (ii) may not be transferred, assigned or sold until thirty (30) days after the completion by the Company of an initial Business Combination (as defined below), and (iii) shall not be redeemable by the Company; provided, however, that in the case of (ii), the Sponsor Warrants and any shares of the Common Stock held by the Sponsor and issued upon exercise of the Sponsor Warrants may be transferred by the Sponsor: (a) to the Company’s officers or directors, any affiliate or family member of any of the Company’s officers or directors or any affiliate of the Sponsor or to any limited partner(s) of the Sponsor; (b) in the case of the Founder, by gift to a member of the Founder’s immediate family or to a trust, the beneficiary of which is a member of the Founder’s immediate family, an affiliate of the Founder or to a charitable organization; (c) in the case of the Founder, by virtue of the laws of descent and distribution upon death of the Founder; (d) in the case of the Founder, pursuant to a qualified domestic relations order; (e) by virtue of the laws of the state of Delaware or the Sponsor’s limited liability partnership agreement upon dissolution of the Sponsor; (f) in the event of the Company’s liquidation prior to the completion of the Company’s initial Business Combination; or (g) in the event that the Company consummates a subsequent liquidation, merger, stock exchange or other similar transaction that results in all of the holders of the Company’s equity securities issued in the Offering having the right to exchange their shares of the Common Stock for cash, securities or other property subsequent to the consummation of the Company’s initial Business Combination; provided, however, that, in the case of clauses (a) through (d), these transferees (the “Permitted Transferees”) enter into a written agreement with the Company agreeing to be bound by the transfer restrictions in this Agreement.

Sponsor Warrants. The Sponsor Warrants shall be identical to the Offering Warrants, except that so long as they are held by the Sponsor, the Founder a Sponsor or any of their Permitted Transferees (as defined below) the Sponsor Warrants: (i) may be exercised for cash or on a cashless basis, pursuant to subsection 3.3.1(c) hereof, (ii) may not be transferred, assigned or sold until thirty (30) days after the completion by the Company of an initial Business Combination (as defined below), and (iii) shall not be redeemable by the Company; provided, howeverhowever , that in the case of (ii), the Sponsor Warrants and any shares of the Common Stock Ordinary Shares held by the a Sponsor and issued upon exercise of the Sponsor Warrants may be transferred by the a Sponsor: (a) to the Company’s officers or directors, any affiliate or family member of any of the Company’s officers or directors or any affiliate of the a Sponsor or to any limited partner(s) of the a Sponsor; (b) in the case of the Founder, by gift to a member of the Foundera Sponsor’s immediate family or to a trust, the beneficiary of which is a member of the Foundera Sponsor’s immediate family, an affiliate of the Founder a Sponsor or to a charitable organization; (c) in the case of the Founder, by virtue of the laws of descent and distribution upon death of the Foundera Sponsor; (d) in the case of the Founder, pursuant to a qualified domestic relations order; (e) by virtue of the laws of the state of Delaware or the Sponsor’s with respect to limited liability agreement upon dissolution of the Sponsorcompanies and partnerships to their respective members or partners; (f) by certain pledges to secure obligations incurred in the event connection with purchases of the Company’s liquidation prior to the completion of the Company’s initial Business Combinationour securities; or (g) in the event that the Company consummates a subsequent liquidation, merger, stock exchange by private sales made at or other similar transaction that results in all of the holders of the Company’s equity securities issued in the Offering having the right to exchange their shares of the Common Stock for cash, securities or other property subsequent prior to the consummation of our initial business combination at prices no greater than the Company’s initial Business Combinationprice at which the shares were originally purchased; providedprovided , howeverhowever , that, in the case of clauses (a) through (d), these transferees (the ““ Permitted TransfereesTransferees ”) enter into a written agreement with the Company agreeing to be bound by the transfer restrictions in this Agreement.

Sponsor Warrants. The Sponsor Warrants shall be identical to the Offering Warrants, except that so long as they are held by the SponsorSponsors, the Founder or any of their Permitted Transferees (as defined below) the Sponsor Warrants: (i) may be exercised for cash or on a cashless basis, pursuant to subsection 3.3.1(c) hereof, (ii) may not be transferred, assigned or sold until thirty (30) days after the completion by the Company of an initial Business Combination (as defined below), and (iii) shall not be redeemable by the Company; provided, however, that in the case of (ii), the Sponsor Warrants and any shares of the Common Stock held by the Sponsor Sponsors and issued upon exercise of the Sponsor Warrants may be transferred by the SponsorSponsors: (a) to the Company’s officers or directors, any affiliate or family member of any of the Company’s officers or directors or any affiliate of the Sponsor Sponsors or to any limited partner(s) of the SponsorSponsors; (b) in the case of the FounderXxxx X. Xxxxxxxx, by gift to a member of the Founder’s his immediate family or to a trust, the beneficiary of which is a member of the Founder’s his immediate family, an affiliate of the Founder family or to a charitable organization; (c) in the case of the FounderXxxx X. Xxxxxxxx, by virtue of the laws of descent and distribution upon the death of the FounderXxxx X. Xxxxxxxx; (d) in the case of the FounderXxxx X. Xxxxxxxx, pursuant to a qualified domestic relations order; (e) by virtue of the laws of the state of Delaware or the a Sponsor’s limited liability partnership agreement upon dissolution of the a Sponsor; (f) in the event of the Company’s liquidation prior to the completion of the Company’s initial Business Combination; or (g) in the event that the Company consummates a subsequent liquidation, merger, stock exchange or other similar transaction that results in all of the holders of the Company’s equity securities issued in the Offering having the right to exchange their shares of the Common Stock for cash, securities or other property subsequent to the consummation of the Company’s initial Business Combination; provided, however, that, in the case of clauses (a) through (d), these transferees (the “Permitted Transferees”) enter into a written agreement with the Company agreeing to be bound by the transfer restrictions in this Agreement.

Sponsor Warrants. The Sponsor Warrants shall be identical to the Offering Warrants, except that so long as they are held by the Sponsor, the Founder or any of their Permitted Transferees (as defined below) the Sponsor Warrants: (i) may be exercised for cash or on a cashless basis, pursuant to subsection 3.3.1(c) hereof, (ii) may not be transferred, assigned or sold until thirty (30) days after the completion by the Company of an initial Business Combination (as defined below), and (iii) shall not be redeemable by the Company; provided, however, that in the case of (ii), the Sponsor Warrants and any shares of the Common Stock held by the Sponsor and issued upon exercise of the Sponsor Warrants may be transferred by the Sponsor: (a) to the Company’s 's officers or directors, any affiliate or family member of any of the Company’s 's officers or directors or any affiliate of the Sponsor or to any limited partner(s) of the Sponsor; (b) in the case of the Founder, by gift to a member of the Founder’s 's immediate family or to a trust, the beneficiary of which is a member of the Founder’s 's immediate family, an affiliate of the Founder or to a charitable organization; (c) in the case of the Founder, by virtue of the laws of descent and distribution upon death of the Founder; (d) in the case of the Founder, pursuant to a qualified domestic relations order; (e) by virtue of the laws of the state of Delaware or the Sponsor’s 's limited liability agreement upon dissolution of the Sponsor; (f) in the event of the Company’s 's liquidation prior to the completion of the Company’s 's initial Business Combination; or (g) in the event that the Company consummates a subsequent liquidation, merger, stock exchange or other similar transaction that results in all of the holders of the Company’s 's equity securities issued in the Offering having the right to exchange their shares of the Common Stock for cash, securities or other property subsequent to the consummation of the Company’s 's initial Business Combination; provided, however, that, in the case of clauses (a) through (d), these transferees (the “"Permitted Transferees”") enter into a written agreement with the Company agreeing to be bound by the transfer restrictions in this Agreement.

Sponsor Warrants. The Sponsor Warrants shall be identical to the Offering Warrants, except that so long as they are held by the Sponsor, the Founder a Sponsor or any of their Permitted Transferees (as defined below) the Sponsor Warrants: (i) may be exercised for cash or on a cashless basis, pursuant to subsection 3.3.1(c) hereof, (ii) may not be transferred, assigned or sold until thirty (30) days after the completion by the Company of an initial Business Combination (as defined below), and (iii) shall not be redeemable by the Company; provided, however, that in the case of (ii), the Sponsor Warrants and any shares of the Common Stock Ordinary Shares held by the a Sponsor and issued upon exercise of the Sponsor Warrants may be transferred by the a Sponsor: (a) to the Company’s officers or directors, any affiliate or family member of any of the Company’s officers or directors or any affiliate of the a Sponsor or to any limited partner(s) of the a Sponsor; (b) in the case of the Founder, by gift to a member of the Foundera Sponsor’s immediate family or to a trust, the beneficiary of which is a member of the Foundera Sponsor’s immediate family, an affiliate of the Founder a Sponsor or to a charitable organization; (c) in the case of the Founder, by virtue of the laws of descent and distribution upon death of the Foundera Sponsor; (d) in the case of the Founder, pursuant to a qualified domestic relations order; (e) by virtue of the laws of the state of Delaware or the Sponsor’s with respect to limited liability agreement upon dissolution of the Sponsorcompanies and partnerships to their respective members or partners; (f) by certain pledges to secure obligations incurred in the event connection with purchases of the Company’s liquidation prior to the completion of the Company’s initial Business Combinationsecurities; or (g) in the event that the Company consummates a subsequent liquidation, merger, stock exchange by private sales made at or other similar transaction that results in all of the holders of the Company’s equity securities issued in the Offering having the right to exchange their shares of the Common Stock for cash, securities or other property subsequent prior to the consummation of the Company’s initial Business CombinationCombination at prices no greater than the price at which the shares were originally purchased; provided, however, that, in the case of clauses (a) through (d)each case, these transferees (the “Permitted Transferees”) enter into a written agreement with the Company agreeing to be bound by the transfer restrictions in this Agreement.