Common use of Terms of the Private Placement Units Clause in Contracts

Terms of the Private Placement Units. (i) (i) The Private Placement Units are substantially identical to the units to be offered in the Public Offering except that (a) the Private Placement Units (including the underlying Shares, Private Placement Warrants and the Shares issuable upon exercise of the Private Placement Warrants) will not, except in limited circumstances, be transferable or salable until 30 days after the completion of the Company’s initial business combination (the “Business Combination”) so long as they are held by the Purchaser or its permitted transferees, and (b) the Private Placement Units are being purchased pursuant to an exemption from the registration requirements of the Securities Act and will become freely tradable only after the expiration of the lockup described above in clause (a) and they are registered pursuant to the Registration and Shareholder Rights Agreement (as defined below) or an exemption from registration is available, and the restrictions described above in clause (a) have expired.

Appears in 13 contracts

Samples: Private Placement Units Purchase Agreement (10X Capital Venture Acquisition Corp. III), Private Placement Units Purchase Agreement (10X Capital Venture Acquisition Corp. III), Private Placement Units Purchase Agreement (10X Capital Venture Acquisition Corp. III)

AutoNDA by SimpleDocs

Terms of the Private Placement Units. (i) (i) The Private Placement Units are substantially identical to the units to be offered in the Public Offering except that (a) the Private Placement Units (including the underlying Shares, Private Placement Warrants and the Shares issuable upon exercise of the Private Placement Warrants) will not, except in limited circumstances, be transferable or salable until 30 days after the completion of the Company’s initial business combination (the “Business Combination”) so long as they are held by the Purchaser or its permitted transferees, and (b) the Private Placement Units are being purchased pursuant to an exemption from the registration requirements of the Securities Act and will become freely tradable only after the expiration of the lockup described above in clause (a) and they are registered pursuant to the Registration and Shareholder Rights Agreement (as defined below) or an exemption from registration is available, and the restrictions described above in clause (a) have expired.

Appears in 5 contracts

Samples: Warrant Agreement (Frontier Acquisition Corp.), Private Placement Units Purchase Agreement (ARYA Sciences Acquisition Corp II), Private Placement Units Purchase Agreement (Frontier Acquisition Corp.)

Terms of the Private Placement Units. (i) (i) The Private Placement Units are substantially identical to the units to be offered in the Public Offering except that (a) the Private Placement Units (including the underlying Shares, Private Placement Warrants and the Shares issuable upon exercise of the Private Placement Warrants) will not, except in limited circumstances, be transferable transferable, assignable or salable until 30 days after the completion of the Company’s initial business combination (the “Business Combination”) so long as they are held by the Purchaser or its permitted transferees, and (b) the Private Placement Units are being purchased pursuant to an exemption from the registration requirements of the Securities Act and will become freely tradable only after the expiration of the lockup described above in clause (a) and they are registered pursuant to the Registration and Shareholder Rights Agreement (as defined below) or an exemption from registration is available, and the restrictions described above in clause (a) have expired.

Appears in 3 contracts

Samples: Private Placement Units Purchase Agreement (Cerberus Telecom Acquisition Corp. II), Private Placement Units Purchase Agreement (Cerberus Telecom Acquisition Corp.), Private Placement Units Purchase Agreement (Cerberus Telecom Acquisition Corp.)

Terms of the Private Placement Units. (i) (i) The Private Placement Units are substantially identical to the units to be offered in the Public Offering except that (a) the Private Placement Units (including the underlying Shares, Private Placement Warrants and the Shares issuable upon exercise of the Private Placement Warrants) will not, except in limited circumstances, be transferable or salable until 30 days after the completion of the Company’s initial business combination (the “Business Combination”) so long as they are held by the Purchaser or its permitted transferees, and (b) the Private Placement Units are being purchased pursuant to an exemption from the registration requirements of the Securities Act and will become freely tradable only after the expiration of the lockup described above in clause (a) and they are registered pursuant to the Registration and Shareholder Rights Agreement (as defined below) or an exemption from registration is available, and the restrictions described above in clause (a) have expired.

Appears in 3 contracts

Samples: Private Placement Units Purchase Agreement (Growth for Good Acquisition Corp), Private Placement Units Purchase Agreement (Growth for Good Acquisition Corp), Private Placement Units Purchase Agreement (LAMF Global Ventures Corp. I)

Terms of the Private Placement Units. (i) (i) The Private Placement Units are substantially identical to the units to be offered in the Public Offering except that (a) the Private Placement Units (including the underlying Common Shares, Private Placement Warrants and the Common Shares issuable upon exercise of the Private Placement Warrants) will not, except in limited circumstances, be transferable transferable, assignable or salable until 30 days after the completion of the Company’s initial business combination partnering transaction (the “Business CombinationPartnering Transaction”) so long as they are held by the Purchaser or its permitted transferees, and (b) the Private Placement Units are being purchased pursuant to an exemption from the registration requirements of the Securities Act and will become freely tradable only after the expiration of the lockup described above in clause (a) and they are registered pursuant to the Registration and Shareholder Investor Rights Agreement (as defined below) or an exemption from registration is available, and the restrictions described above in clause (a) have expired.

Appears in 3 contracts

Samples: Private Placement Units Purchase Agreement (Post Holdings Partnering Corp), Private Placement Units Purchase Agreement (Post Holdings Partnering Corp), Private Placement Units Purchase Agreement (Post Holdings Partnering Corp)

AutoNDA by SimpleDocs

Terms of the Private Placement Units. (i) (i) The Private Placement Units are substantially identical to the units to be offered in the Public Offering except that (a) the Private Placement Units (including the underlying Shares, Private Placement Warrants and the Shares issuable upon exercise of the Private Placement Warrants) will not, except in limited circumstances, be transferable transferred, assigned or salable sold by the Purchaser until 30 days after the completion of the Company’s initial business combination (the “Business Combination”) so long as they are held by the Purchaser or its permitted transferees, and (b) the Private Placement Units are being purchased pursuant to an exemption from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”) and will become freely tradable only after the expiration of the lockup described above in clause (a) and they are registered pursuant to the Registration and Shareholder Rights Agreement (as defined below) or an exemption from registration is available, and the restrictions described above in clause (a) have expired.

Appears in 2 contracts

Samples: Private Placement Units Purchase Agreement (ALSP Orchid Acquisition Corp I), Private Placement Units Purchase Agreement (ALSP Orchid Acquisition Corp I)

Terms of the Private Placement Units. (i) (i) The Private Placement Units Warrants are substantially identical to the warrants underlying the units to be offered in the Public Offering except that (a) the Private Placement Units (including the underlying Shares, Private Placement Warrants and the Shares issuable upon exercise of the Private Placement Warrants) will not, except in limited circumstances, be transferable or salable until 30 days after the completion of the Company’s initial business combination (the “Business Combination”) so long as they are held by the Purchaser or its permitted transferees, and (b) the Private Placement Units are being purchased pursuant to an exemption from the registration requirements of the Securities Act and will become freely tradable only after the expiration of the lockup described above in clause (a) and they are registered pursuant to the Registration and Shareholder Rights Agreement (as defined below) or an exemption from registration is available, and the restrictions described above in clause (a) have expired.

Appears in 2 contracts

Samples: Private Placement Units Purchase Agreement (EVe Mobility Acquisition Corp), Private Placement Units Purchase Agreement (EVe Mobility Acquisition Corp)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!