Common use of Unit Purchase Option Clause in Contracts

Unit Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Date, and on the Option Closing Date, as applicable, an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 90,000 Units, or up to 103,500 Units if the over-allotment option is exercised in full (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, commencing on the closing of the Business Combination and expiring five (5) years from the Effective Date, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent (115%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the shares of Common Stock included in the Representative’s Units, the Rights included in the Representative’s Units (the “Representative’s Rights”), the shares of Common Stock issuable pursuant to the terms of the Representative’s Rights are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities, the Private Units, the Representative’s Securities, and the shares underlying the Deferred Equity are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option and that all Representative’s Securities will be subject to compliance with FINRA Rule 5110(f)(2) and (g).

Unit Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Date, and on the Option Closing Date, as applicable, an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 90,000 150,000 Units, or up to 103,500 172,500 Units if the over-allotment option is exercised in full (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, commencing on the closing of the Business Combination and expiring five (5) years from the Effective Date, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent (115%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the shares of Common Stock included in the Representative’s Units, the Rights included in the Representative’s Units (the “Representative’s Rights”), the shares of Common Stock issuable pursuant to the terms of the Representative’s Rights Rights, the Warrants included in the Representative’s Units (the “Representative’s Warrants”), and the shares of Common Stock issuable upon the exercise of the Representative’s Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities, the Private Units, the Representative’s Securities, and the shares underlying the Deferred Equity are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option and that all Representative’s Securities will be subject to compliance with FINRA Rule 5110(f)(2) and (g). Additionally, the Representative’s Warrants will not be exercisable or convertible more than five years from the commencement of sales of the Offering in compliance with FINRA Rule 5110(g)(8)(A).

Unit Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Date, and on the Option Closing Date, as applicable, an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 90,000 Units, 300,000 Units (or up to 103,500 345,000 Units if the overOver-allotment option Option is exercised in full full) (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, commencing on the closing of the Business Combination and expiring five (5) years from the Effective Date, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.5011.50 per Unit, which is equal to one hundred and fifteen percent (115%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the shares of Common Stock included in the Representative’s Units, the Rights included in the Representative’s Units (the “Representative’s Rights”), ) and the Warrants included in the Representative’s Units (the “Representative’s Warrants”) and the shares of Common Stock issuable pursuant to the terms of the Representative’s Rights and the Representative’s Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities, the Private UnitsPlacement Securities, the Additional Placement Securities and the Representative’s Securities, and the shares underlying the Deferred Equity are hereinafter referred to collectively as the “Securities.” The Representative understands acknowledges and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during will be deemed compensation by FINRA and will therefore be subject to lock-up for a period of 180 days immediately following the first six (6) months after commencement of sales of the Effective DateOffering, as set forth in Section 3 of subject to certain limited exceptions, pursuant to FINRA Rule 5110(e)(1). Accordingly, the Representative’s Purchase Option and that all Representative’s Securities will may not be sold, transferred, assigned, pledged or hypothecated nor may they be the subject of any hedging, short sale, derivative, put, or call transaction that would result in the effective economic disposition of the securities by any person for 180 days immediately following the commencement of sales of the Offering, except to any FINRA member participating in the Offering and the officers, partners, registered persons or affiliates thereof, if all securities so transferred remain subject to compliance with FINRA Rule 5110(f)(2) and (g)the lock-up restriction for the remainder of the time period.

Unit Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Date, and on the Option Closing Date, as applicable, an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 90,000 Units, 100,000 Units (or up to 103,500 115,000 Units if the overOver-allotment option Option is exercised in full full) (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, commencing on the closing of the Business Combination and expiring five (5) years from the Effective Date, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent (115%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the shares of Common Stock included in the Representative’s UnitsUnits (the “Representative’s Common Stock”), the Rights included in the Representative’s Units (the “Representative’s Rights”), ) and the Warrants included in the Representative’s Units (the “Representative’s Warrants”) and the shares of Common Stock issuable pursuant to the terms of the Representative’s Rights and the Representative’s Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities, the Private UnitsPlacement Securities, the Additional Placement Securities and the Representative’s Securities, Securities and the shares underlying the Deferred Equity Equity, are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first six (6) months 360 day period after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option and that all Representative’s Securities will be subject to compliance with FINRA Rule 5110(f)(25110(e) and (g).

Unit Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Date, and on the Option Closing Date, as applicable, an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 90,000 137,500 Units, or up to 103,500 158,125 Units if the over-allotment option is exercised in full (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, commencing on the closing of the Business Combination and expiring five (5) years from the Effective Date, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent (115%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the shares of Common Stock included in the Representative’s Units, the Rights included in the Representative’s Units (the “Representative’s Rights”), ) and the shares of Common Stock issuable pursuant to the terms of the Representative’s Rights are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities, the Private Units, the Representative’s Securities, and the shares underlying the Deferred Equity are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option and that all Representative’s Securities will be subject to compliance with FINRA Rule 5110(f)(2) and (g).

Unit Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Date, and on the Option Closing Date, as applicable, an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 90,000 Units, or up to 103,500 550,000 Units if the over-allotment option is exercised in full (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, commencing on the closing of the Business Combination and expiring five (5) years from the Effective Date, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent (115%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the shares of Common Stock included in the Representative’s Units, the Rights included in the Representative’s Units (the “Representative’s Rights”), ) and the Warrants included in the Representative’s Units (the “Representative’s Warrants”) and the shares of Common Stock issuable pursuant to the terms of the Representative’s Rights and the Representative’s Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities, the Private UnitsPlacement Securities, the Additional Placement Securities and the Representative’s Securities, and the shares underlying the Deferred Equity are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option and that all Representative’s Securities will be subject to compliance with FINRA Rule 5110(f)(25110(e) and (g).

Unit Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Date, and on the Option Closing Date, as applicable, an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 90,000 150,000 Units, or up to 103,500 172,500 Units if the over-allotment option is exercised in full (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, commencing on the closing of the Business Combination and expiring five (5) years from the Effective Date, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent (115%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the shares of Common Stock included in the Representative’s Units, the Rights included in the Representative’s Units (the “Representative’s Rights”), the shares of Common Stock issuable pursuant to the terms of the Representative’s Rights Rights, the Warrants included in the Representative’s Units (the “Representative’s Warrants”), and the shares of Common Stock issuable upon the exercise of the Representative’s Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities, the Private Units, the Representative’s Securities, and the shares underlying the Deferred Equity are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option and that all Representative’s Securities will be subject to compliance with FINRA Rule 5110(f)(2) and (g). Additionally, the Representative’s Warrants will not be exercisable or convertible more than five years from the commencement of sales of the Offering in compliance with FINRA Rule 5110(g)(8)(A).

Unit Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Date, and on the Option Closing Date, as applicable, an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 90,000 Units, 240,000 Units (or up to 103,500 276,000 Units if the overOver-allotment option Option is exercised in full full) (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, commencing on the closing of the Business Combination and expiring five (5) years from the Effective Date, for cash or on a cashless basis, at . Fifty percent (50%) of the Representative’s Purchase Option will have an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent (115%) of the initial public offering price of a Unit, and the remaining Fifty percent (50%) of the Representative’s Purchase Option will be exercisable at an initial exercise price per Representative’s Unit of $13.00, which is equal to one hundred and thirty percent (130%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the shares of Common Stock included in the Representative’s Units, the Rights included in the Representative’s Units (the “Representative’s Rights”), ) and the shares of Common Stock issuable pursuant to the terms of the Representative’s Rights are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities, the Private Units, the Representative’s Securities, and the shares underlying the Deferred Equity are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option and that all Representative’s Securities will be subject to compliance with FINRA Rule 5110(f)(2) and (g).

Unit Purchase Option. As additional consideration, the Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Date, and on the Option Closing Date, as applicable, an option (“Representative’s Purchase Option”) for the purchase of an aggregate of 90,000 Units, or up to 103,500 550,000 Units if the over-allotment option is exercised in full (the “Representative’s Units”) for an aggregate purchase price of $100.00. The Representative’s Purchase Option shall be exercisable, in whole or in part, commencing on the closing of the Business Combination and expiring five (5) years from the Effective Date, for cash or on a cashless basis, at an initial exercise price per Representative’s Unit of $11.50, which is equal to one hundred and fifteen percent (115%) of the initial public offering price of a Unit. The Representative’s Purchase Option, the Representative’s Units, the shares of Common Stock included in the Representative’s Units, the Rights included in the Representative’s Units (the “Representative’s Rights”), ) and the Warrants included in the Representative’s Units (the “Representative’s Warrants”) and the shares of Common Stock issuable pursuant to the terms of the Representative’s Rights and the Representative’s Warrants are hereinafter referred to collectively as the “Representative’s Securities.” The Public Securities, the Private UnitsPlacement Securities, the Additional Placement Securities and the Representative’s Securities, and the shares underlying the Deferred Equity are hereinafter referred to collectively as the “Securities.” The Representative understands and agrees that there are significant restrictions against transferring the Representative’s Purchase Option during the first six (6) months after the Effective Date, as set forth in Section 3 of the Representative’s Purchase Option and that all Representative’s Securities will be subject to compliance with FINRA Rule 5110(f)(2) and (g).