Waiver of Liquidation Distributions. In connection with the Securities purchased pursuant to this Agreement, the Subscriber hereby waives any and all right, title, interest or claim of any kind in or to any distributions of the amounts in the Trust Account with respect to the Securities, whether (i) in connection with the exercise of redemption rights if the Company consummates the Business Combination, (ii) in connection with any tender offer conducted by the Company prior to a Business Combination, (iii) upon the Company’s redemption of shares of Common Stock sold in the Company’s IPO upon the Company’s failure to timely complete the Business Combination or (iv) in connection with a stockholder vote to approve an amendment to the Company’s amended and restated certificate of incorporation, (A) to modify the substance or timing of the Company’s obligation to allow redemption in connection with the Business Combination or to redeem 100% of the Company’s public shares if the Company does not timely complete the Business Combination or (B) with respect to any other provision relating to stockholders’ rights or pre-Business Combination activity. In the event Subscriber purchases shares of Common Stock in the IPO or in the aftermarket, any additional shares so purchased shall be eligible to receive the redemption value of such shares of Common Stock upon the same terms offered to all other purchasers of Common Stock in the IPO in the event the Company fails to consummate the Business Combination.
Appears in 13 contracts
Samples: Private Placement Warrant Subscription Agreement (AltEnergy Acquisition Corp), Private Placement Warrant Subscription Agreement (AltEnergy Acquisition Corp), Private Placement Warrant Subscription Agreement (AltEnergy Acquisition Sponsor LLC)
Waiver of Liquidation Distributions. In connection with the Securities purchased pursuant to this Agreement, the Subscriber hereby waives any and all right, title, interest or claim of any kind in or to any distributions of the amounts in the Trust Account with respect to the Securities, whether (i) in connection with the exercise of redemption rights if the Company consummates the Business Combination, (ii) in connection with any tender offer conducted by the Company prior to a Business Combination, (iii) upon the Company’s redemption of shares of Common Stock sold in the Company’s IPO upon the Company’s failure to timely complete the Business Combination or (iv) in connection with a stockholder vote to approve an amendment to the Company’s amended and restated certificate of incorporation, (A) to modify the substance or timing of the Company’s obligation to allow redemption in connection with the Business Combination or to redeem 100% of the Company’s public shares of Common Stock sold in the IPO if the Company does not timely complete the Business Combination within 24 months of the closing of the IPO or (B) with respect to any other provision relating to stockholders’ rights or pre-Business Combination activity. In the event Subscriber purchases shares of Common Stock in the IPO or in the aftermarket, any additional shares so purchased shall be eligible to receive the redemption value of such shares of Common Stock upon the same terms offered to all other purchasers of Common Stock in the IPO in the event the Company fails to consummate the Business CombinationCombination within the time period set forth in the Company’s certificate of incorporation, as amended from time to time.
Appears in 10 contracts
Samples: Private Placement Unit Purchase Agreement (890 5th Avenue Partners, Inc.), Private Placement Unit Purchase Agreement (890 5th Avenue Partners, Inc.), Private Placement Unit Purchase Agreement (890 5th Avenue Partners, Inc.)
Waiver of Liquidation Distributions. In connection with the Securities purchased pursuant to this Agreement, the Subscriber hereby waives any and all right, title, interest or claim of any kind in or to any distributions of the amounts in the Trust Account with respect to the Securities, whether (i) in connection with the exercise of redemption rights if the Company consummates the Business Combination, (ii) in connection with any tender offer conducted by the Company prior to a Business Combination, (iii) upon the Company’s redemption of shares of Common Stock sold in the Company’s IPO upon the Company’s failure to timely complete the Business Combination or (iv) in connection with a stockholder vote to approve an amendment to the Company’s amended and restated certificate of incorporation, incorporation (A) to modify the substance or timing of the Company’s obligation to allow redemption in connection with the Business Combination or to redeem 100% of the Company’s public shares if the Company does not timely complete the Business Combination or (B) with respect to any other provision relating to stockholders’ rights or pre-Business Combination activity. In the event a Subscriber purchases shares of Common Stock in the IPO or in the aftermarket, any additional shares so purchased shall be eligible to receive the redemption value of such shares of Common Stock upon the same terms offered to all other purchasers of Common Stock in the IPO in the event the Company fails to consummate the Business Combination; provided, for the avoidance of doubt, this sentence shall not apply to any founder shares (as described in the Registration Statement) acquired by the Subscriber.
Appears in 9 contracts
Samples: Private Placement Unit Subscription Agreement (Abri SPAC 2, Inc.), Private Placement Unit Subscription Agreement (Abri SPAC I, Inc.), Private Placement Unit Subscription Agreement (Abri SPAC I, Inc.)
Waiver of Liquidation Distributions. In connection with the Securities purchased pursuant to this Agreement, the Subscriber hereby waives any and all right, title, interest or claim of any kind in or to any distributions of the amounts in the Trust Account with respect to the Securities, whether (i) in connection with the exercise of redemption rights if the Company consummates the Business Combination, (ii) in connection with any tender offer conducted by the Company prior to a Business Combination, (iii) upon the Company’s redemption of shares of Common Stock sold in the Company’s IPO upon the Company’s failure to timely complete the Business Combination or (iv) in connection with a stockholder vote to approve an amendment to the Company’s amended and restated certificate of incorporation, incorporation (A) to modify the substance or timing of the Company’s obligation to allow redemption in connection with the Business Combination or to redeem 100% of the Company’s public shares if the Company does not timely complete the Business Combination or (B) with respect to any other provision relating to stockholders’ rights or pre-Business Combination activity. In the event Subscriber purchases shares of Common Stock in the IPO or in the aftermarket, any additional shares so purchased shall be eligible to receive the redemption value of such shares of Common Stock upon the same terms offered to all other purchasers of Common Stock in the IPO in the event the Company fails to consummate the Business Combination. Nothing herein shall preclude Subscriber from making any claim or seeking recourse against the Company’s funds held outside of the Trust Account or seeking to enforce the terms of the Underwriting Agreement.
Appears in 6 contracts
Samples: Private Placement Units Purchase Agreement (Grandview Capital Acquisition Corp.), Private Placement Warrants Purchase Agreement (M3-Brigade Acquisition III Corp.), Warrant Purchase Agreement (Intelligent Medicine Acquisition Corp.)
Waiver of Liquidation Distributions. In connection with the Securities Private Placement Shares purchased pursuant to this Agreement, the Subscriber Purchaser hereby waives any and all right, title, interest or claim of any kind in or to any distributions of the amounts in the Trust Account with respect to the Securities, Private Placement Shares whether (i) in connection with the exercise of redemption rights if the Company consummates the Business Combination, (ii) in connection with any tender offer conducted by the Company prior to a Business Combination, (iii) upon the Company’s redemption of ordinary shares of Common Stock sold in the Company’s IPO Public Offering upon the Company’s failure to timely complete the Business Combination or (iv) in connection with a stockholder shareholder vote to approve an amendment to the Company’s amended and restated certificate memorandum and articles of incorporation, association (A) to modify the substance or timing of the Company’s obligation to allow redemption in connection with the Business Combination or to redeem 100% of the Company’s public shares if the Company does not timely complete the Business Combination or (B) with respect to any other provision relating to stockholdersshareholders’ rights or pre-Business Combination activity. In the event Subscriber the Purchaser purchases ordinary shares of Common Stock the Company in the IPO Public Offering or in the aftermarket, any additional shares so purchased shall be eligible to receive the redemption value of such ordinary shares of Common Stock upon the same terms offered to all other purchasers of Common Stock ordinary shares in the IPO Public Offering in the event the Company fails to consummate the Business Combination. Nothing herein shall preclude the Purchaser from making any claim or seeking recourse against the Company’s funds held outside of the Trust Account or seeking to enforce the terms of the Underwriting Agreement.
Appears in 6 contracts
Samples: Private Placement Shares Purchase Agreement (Innovative International Acquisition Corp.), Private Placement Shares Purchase Agreement (Innovative International Acquisition Corp.), Private Placement Shares Purchase Agreement (Innovative International Acquisition Corp.)
Waiver of Liquidation Distributions. In connection with the Securities purchased pursuant to this Agreement, the Subscriber hereby waives any and all right, title, interest or claim of any kind in or to any distributions of the amounts in the Trust Account with respect to the SecuritiesShares, whether (i) in connection with the exercise of redemption rights if the Company consummates the Business Combination, (ii) in connection with any tender offer conducted by the Company prior to a Business Combination, (iii) upon the Company’s redemption of shares of Common Stock Class A Ordinary Shares sold in the Company’s IPO upon the Company’s failure to timely complete the Business Combination or (iv) in connection with a stockholder shareholder vote to approve an amendment to the Company’s amended and restated certificate memorandum and articles of incorporation, association (A) to modify the substance or timing of the Company’s obligation to allow redemption in connection with the Business Combination or to redeem 100% of the Company’s public shares if the Company does not timely complete the Business Combination or (B) with respect to any other provision relating to stockholdersshareholders’ rights or pre-Business Combination activity. In the event Subscriber purchases shares of Common Stock Class A Ordinary Shares in the IPO or in the aftermarket, any additional shares so purchased shall be eligible to receive the redemption value of such shares of Common Stock Class A Ordinary Shares upon the same terms offered to all other purchasers of Common Stock Class A Ordinary Shares in the IPO in the event the Company fails to consummate the Business Combination.
Appears in 4 contracts
Samples: Private Placement Shares Purchase Agreement (Cantor Equity Partners I, Inc.), Private Placement Shares Purchase Agreement (Cantor Equity Partners, Inc.), Private Placement Shares Purchase Agreement (Cantor Equity Partners, Inc.)
Waiver of Liquidation Distributions. In connection with the Securities purchased pursuant to this Agreement, Subscriber hereby waives any and all redemption rights (i) in connection with the Company’s consummation of the Business Combination, (ii) upon the Company’s failure to consummate the Business Combination within 18 months from the date of the completion of the IPO, or 21 months from the date of the completion of the IPO if the Company has executed a letter of intent, agreement in principle or definitive agreement for its Business Combination within 18 months from the date of completion of the IPO, but has not completed the Business Combination within such 18-month period, or the liquidation of the Company prior to the expiration of such 18 to 21 month period or (iii) if the Company seeks an amendment to its amended and restated certificate of incorporation that would affect the substance or timing of the Company’s obligation to redeem 100% of the Public Shares (as defined below). In the event Subscriber purchases shares of Common Stock in the IPO or in the aftermarket (“Public Shares”), Subscriber hereby waives any and all right, title, interest or claim of any kind in or to any distributions of the amounts in the Trust Account with respect to the Securities, whether (i) any Public Shares in connection with the exercise of redemption rights if the Company consummates the Business Combination, (ii) in connection with any tender offer conducted by the Company prior to a Business Combination, (iii) upon the Company’s redemption of shares of Common Stock sold in the Company’s IPO upon the Company’s failure to timely complete the Business Combination or (iv) in connection with a stockholder vote to approve an amendment to the Company’s amended and restated certificate of incorporation, (A) to modify the substance or timing of the Company’s obligation to allow redemption in connection with the Business Combination or to redeem 100% Company’s consummation of the Company’s public shares if Business Combination. For the Company does not timely complete the Business Combination or (B) with respect to any other provision relating to stockholders’ rights or pre-Business Combination activity. In the event avoidance of doubt, Subscriber purchases shares of Common Stock in the IPO or in the aftermarket, any additional shares so purchased shall be eligible to receive the redemption value of such shares of Common Stock redeem any Public Shares upon the same terms offered to all other purchasers of Common Stock in the IPO in the event the Company fails to consummate the Business Combination, or liquidates, within 18 months from the date of the completion of the IPO, or 21 months from the date of the completion of the IPO if the Company has executed a letter of intent, agreement in principle or definitive agreement for its Business Combination within 18 months from the date of completion of the IPO, but has not completed the Business Combination within such 18-month period.
Appears in 3 contracts
Samples: Unit Subscription Agreement (Ftac Zeus Acquisition Corp.), Unit Subscription Agreement (Ftac Zeus Acquisition Corp.), Unit Subscription Agreement (Ftac Zeus Acquisition Corp.)
Waiver of Liquidation Distributions. In connection with the Securities purchased pursuant to this Agreement, the Subscriber hereby waives any and all right, title, interest or claim of any kind in or to any distributions of the amounts in the Trust Account with respect to the Securities, whether (i) in connection with the exercise of redemption rights if the Company consummates the Initial Business Combination, (ii) in connection with any tender offer conducted by the Company prior to a the Initial Business Combination, (iii) upon the Company’s redemption of shares of Common Stock Class A Ordinary Shares sold in the Company’s IPO upon the Company’s failure to timely complete the Initial Business Combination or (iv) in connection with a stockholder shareholder vote to approve an amendment to the Company’s amended and restated certificate of incorporation, Charter (A) to modify the substance or timing of the Company’s obligation to allow redemption in connection with the Business Combination or to redeem 100% of the Company’s public shares Class A Ordinary Shares sold as part of units in the IPO if the Company does not timely complete the Initial Business Combination within the time period set forth in the Charter or (B) with respect to any other provision material provisions relating to stockholdersshareholders’ rights or pre-Business Combination activity. In the event the Subscriber purchases shares of Common Stock Class A Ordinary Shares in the IPO or in the aftermarket, any additional shares so purchased shall be eligible to receive the redemption value of such shares of Common Stock Class A Ordinary Shares upon the same terms offered to all other purchasers of Common Stock Class A Ordinary Shares in the IPO in the event the Company fails to consummate the Initial Business CombinationCombination within the time period set forth in the Charter.
Appears in 2 contracts
Samples: Subscription Agreement (Vahanna Tech Edge Acquisition I Corp.), Subscription Agreement (Vahanna Tech Edge Acquisition I Corp.)
Waiver of Liquidation Distributions. In connection with the Securities purchased pursuant to this Agreement, the Subscriber hereby waives any and all right, title, interest or claim of any kind in or to any distributions of the amounts in the Trust Account with respect to the Securities, whether (i) in connection with the exercise of redemption rights if the Company consummates the Business Combination, (ii) in connection with any tender offer conducted by the Company prior to a Business Combination, (iii) upon the Company’s 's redemption of shares of Common Stock sold in the Company’s 's IPO upon the Company’s 's failure to timely complete the Business Combination or (iv) in connection with a stockholder vote to approve an amendment to the Company’s 's amended and restated certificate of incorporation, incorporation (A) to modify the substance or timing of the Company’s 's obligation to allow redemption in connection with the Business Combination or to redeem 100% of the Company’s 's public shares if the Company does not timely complete the Business Combination or (B) with respect to any other provision relating to stockholders’ ' rights or pre-Business Combination activity. In the event Subscriber purchases shares of Common Stock in the IPO or in the aftermarket, any additional shares so purchased shall be eligible to receive the redemption value of such shares of Common Stock upon the same terms offered to all other purchasers of Common Stock in the IPO in the event the Company fails to consummate the Business Combination.
Appears in 2 contracts
Samples: Private Placement Units Purchase Agreement (CF Acquisition Corp. V), Private Placement Units Purchase Agreement (Cf Acquisition Corp. Iv)
Waiver of Liquidation Distributions. In connection Solely with respect to the Securities Warrant Shares underlying the Placement Warrants purchased pursuant to this Agreement, the Subscriber hereby waives any and all right, title, interest or claim of any kind in or to any distributions of the amounts in the Trust Account with respect to the SecuritiesAccount, whether (i) in connection with the exercise of redemption rights if the Company consummates the Business Combination, (ii) in connection with any tender offer conducted by the Company prior to a Business Combination, (iii) upon the Company’s redemption of shares of Common Stock sold in the Company’s IPO upon the Company’s failure to timely complete the Business Combination or (iv) in connection with a stockholder vote to approve an amendment to the Company’s amended and restated certificate of incorporation, incorporation (A) to modify the substance or timing of the Company’s obligation to allow redemption in connection with the Business Combination or to redeem 100% of the Company’s public shares if the Company does not timely complete the Business Combination or (B) with respect to any other provision relating to stockholders’ rights or pre-Business Combination activity. In the event Subscriber purchases shares of Common Stock (including as part of units or underlying warrants) in the IPO or in the aftermarket, any additional shares so purchased shall be eligible to receive the redemption value of such shares of Common Stock upon the same terms offered to all other purchasers of Common Stock in the IPO or in the event the Company fails to consummate the Business Combinationaftermarket.
Appears in 2 contracts
Samples: Private Placement Warrants Purchase Agreement (Environmental Impact Acquisition Corp), Private Placement Warrants Purchase Agreement (Environmental Impact Acquisition Corp)
Waiver of Liquidation Distributions. In connection with the Securities purchased pursuant to this Agreement, the Subscriber hereby waives any and all right, title, interest or claim of any kind in or to any distributions of the amounts in the Trust Account with respect to the Securities, whether Securities in connection with (i) in connection with the exercise of redemption rights if in connection with the Company consummates Company’s consummation of the Business Combination, or (ii) in connection with any tender offer conducted by the Company prior to a Business Combination, (iii) upon the Company’s redemption of shares of Common Stock sold in connection with the Company’s IPO upon the Company’s failure to timely complete consummate the Business Combination within 24 months from the completion of the IPO or (iv) in connection with a stockholder vote the liquidation of the Company prior to approve an amendment to the expiration of such 24 month period, or such later period approved by the Company’s amended and restated certificate of incorporation, (A) to modify the substance or timing of stockholders in accordance with the Company’s obligation to allow redemption in connection with the Business Combination or to redeem 100% of the Company’s public shares if the Company does not timely complete the Business Combination or (B) with respect to any other provision relating to stockholders’ rights or pre-Business Combination activityAmended and Restated Charter. In the event Subscriber purchases shares of Common Stock in the IPO or in the aftermarketaftermarket (“Public Shares”), the Subscriber hereby waives any additional shares so purchased and all right, title, interest or claim of any kind in or to any distributions with respect to any Public Shares in connection with the exercise of redemption rights in connection with the Company’s consummation of the Business Combination. For the avoidance of doubt, the Subscriber shall be eligible to receive the redemption value of such shares of Common Stock redeem any Public Shares upon the same terms offered to all other purchasers of Common Stock in the IPO in the event the Company fails to consummate the Business Combination, or liquidates, within 24 months from the completion of the IPO.
Appears in 1 contract
Samples: Subscription Agreement (Western Acquisition Ventures Corp.)
Waiver of Liquidation Distributions. In connection with the Securities purchased pursuant to this Agreement, Subscriber hereby waives any and all redemption rights (i) in connection with the Company’s consummation of the Business Combination, (ii) upon the Company’s failure to consummate the Business Combination within 18 months from the date of the completion of the IPO, or 21 months from the date of the completion of the IPO if the Company has executed a letter of intent, agreement in principle or definitive agreement for its Business Combination within 18 months from the date of completion of the IPO, but has not completed the Business Combination within such 18-month period, or the liquidation of the Company prior to the expiration of such 18 to 21 month period, or (iii) if the Company seeks an amendment to its amended and restated certificate of incorporation that would affect the substance or timing of the Company’s obligation to redeem 100% of the Public Shares (as defined below). In the event Subscriber purchases shares of Common Stock in the IPO or in the aftermarket (“Public Shares”), Subscriber hereby waives any and all right, title, interest or claim of any kind in or to any distributions of the amounts in the Trust Account with respect to the Securities, whether (i) any Public Shares in connection with the exercise of redemption rights if the Company consummates the Business Combination, (ii) in connection with any tender offer conducted by the Company prior to a Business Combination, (iii) upon the Company’s redemption of shares of Common Stock sold in the Company’s IPO upon the Company’s failure to timely complete the Business Combination or (iv) in connection with a stockholder vote to approve an amendment to the Company’s amended and restated certificate of incorporation, (A) to modify the substance or timing of the Company’s obligation to allow redemption in connection with the Business Combination or to redeem 100% Company’s consummation of the Company’s public shares if Business Combination. For the Company does not timely complete the Business Combination or (B) with respect to any other provision relating to stockholders’ rights or pre-Business Combination activity. In the event avoidance of doubt, Subscriber purchases shares of Common Stock in the IPO or in the aftermarket, any additional shares so purchased shall be eligible to receive the redemption value of such shares of Common Stock redeem any Public Shares upon the same terms offered to all other purchasers of Common Stock in the IPO in the event the Company fails to consummate the Business Combination, or liquidates, within 18 months from the date of the completion of the IPO, or 21 months from the date of the completion of the IPO if the Company has executed a letter of intent, agreement in principle or definitive agreement for its Business Combination within 18 months from the date of completion of the IPO, but has not completed the Business Combination within such 18-month period.
Appears in 1 contract
Samples: Unit Subscription Agreement (FTAC Emerald Acquisition Corp.)
Waiver of Liquidation Distributions. In connection with the Securities purchased pursuant to this Agreement, the Subscriber hereby waives any and all right, title, interest or claim of any kind in or to any distributions of the amounts in the Trust Account with respect to the SecuritiesAccount, whether (i) in connection with the exercise of redemption rights if the Company consummates the Business Combination, (ii) in connection with any tender offer conducted by the Company prior to a Business Combination, (iii) upon the Company’s redemption of shares of Common Stock Shares sold in the Company’s IPO upon the Company’s failure to timely complete the Business Combination Combination, or (iv) in connection with a stockholder shareholder vote to approve an amendment to the Company’s amended and restated certificate of incorporation, incorporation (A) to modify the substance or timing of the Company’s obligation to allow redemption in connection with the Business Combination or to redeem 100% of the Company’s public shares if the Company does not timely complete the Business Combination or (B) with respect to any other provision relating to stockholdersshareholders’ rights or pre-Business Combination activity. In the event Subscriber purchases shares of Common Stock Units or Shares in the IPO or in the aftermarket, any additional shares Shares so purchased shall be eligible to receive the redemption value of such shares of Common Stock Shares upon the same terms offered to all other purchasers of Common Stock Units in the IPO or Units or Shares in the aftermarket in the event the Company fails to consummate the Business Combination.
Appears in 1 contract
Samples: Private Placement Agreement (Signal Hill Acquisition Corp.)