Common use of Warrant Private Placement Clause in Contracts

Warrant Private Placement. Simultaneously with the Closing Date, the Sponsor will purchase from the Company pursuant to Purchase Agreement (as defined in Section 2.21.2 hereof), 7,500,000 warrants, which warrants are identical to the Warrants included in the Firm Units, subject to certain exceptions (the “Placement Warrants”), at a purchase price of $1.50 per Placement Warrant in a private placement intended to be exempt from registration under the Act pursuant to Section 4(a)(2) of the Act. The private placement of the Placement Warrants is referred to herein as the “Warrant Private Placement.” None of the Placement Warrants (or underlying shares of Common Stock) may be sold, assigned or transferred by the Sponsor or its permitted transferees until thirty (30) days after consummation of a Business Combination. The proceeds from the sale of the Placement Warrants shall be deposited into the Trust Account.

Warrant Private Placement. Simultaneously with the Closing Date, the Sponsor Initial Shareholders will purchase from the Company pursuant to the Purchase Agreement (as defined in Section 2.21.2 hereof), 7,500,000 5,750,000 warrants (and simultaneously with the Option Closing Date, up to 525,000 additional warrants), which warrants are identical to the Warrants included in the Firm Units, subject to certain exceptions (collectively, the “Placement Warrants”), at a purchase price of $1.50 1.00 per Placement Warrant in a private placement intended to be exempt from registration under the Act pursuant to Section 4(a)(2) of the Act. The private placement of the Placement Warrants is referred to herein as the “Warrant Private Placement.” None of the Placement Warrants (or underlying shares of Common Stock) may be sold, assigned or transferred by the Sponsor purchasers or its their permitted transferees until thirty (30) days after consummation of a Business Combination. The proceeds from the sale of the Placement Warrants shall be deposited into the Trust Account.

Warrant Private Placement. Simultaneously with the Closing Date, the Sponsor will purchase from the Company pursuant to a Purchase Agreement (as defined in Section 2.21.2 hereof), 7,500,000 warrants, 7,000,000 whole warrants which warrants are identical to the Warrants included in the Firm Units, Units subject to certain exceptions (the “Placement Warrants”), ) at a purchase price of $1.50 1.00 per Placement Warrant in a private placement intended to be exempt from registration under the Act pursuant to Section 4(a)(2) of the Act. The private placement of the Placement Warrants is referred to herein as the “Warrant Private Placement.” None of the Placement Warrants (or underlying shares of Common Stock) may be sold, assigned or transferred by the Sponsor Sponsor, the Representative or its their permitted transferees until thirty (30) days after consummation of a Business Combination. The proceeds from the sale of the Placement Warrants shall be deposited into the Trust Account.

Warrant Private Placement. Simultaneously with the Closing Date, the Sponsor will purchase from the Company pursuant to Purchase Agreement (as defined in Section 2.21.2 hereof), 7,500,000 8,250,000 warrants, which warrants are identical to the Warrants included in the Firm Units, subject to certain exceptions (the “Placement Warrants”), at a purchase price of $1.50 1.00 per Placement Warrant in a private placement intended to be exempt from registration under the Act pursuant to Section 4(a)(2) of the Act. The private placement of the Placement Warrants is referred to herein as the “Warrant Private Placement.” None of the Placement Warrants (or underlying shares of Common Stock) may be sold, assigned or transferred by the Sponsor or its permitted transferees until thirty (30) days after consummation of a Business Combination. The proceeds from the sale of the Placement Warrants shall be deposited into the Trust Account.

Warrant Private Placement. Simultaneously with the Closing Date, the Sponsor will purchase from the Company pursuant to the Purchase Agreement (as defined in Section 2.21.2 hereof), 7,500,000 5,666,667 warrants, which warrants are identical to the Warrants included in the Firm Units, Units subject to certain exceptions (the “Placement Warrants”), ) at a purchase price of $1.50 per Placement Warrant in a private placement intended to be exempt from registration under the Act pursuant to Section 4(a)(2) of the Act. The private placement of the Placement Warrants is referred to herein as the “Warrant Private Placement.” None of the Placement Warrants (or underlying shares of Common Stock) may be sold, assigned or transferred by the Sponsor or its permitted transferees until thirty (30) days after consummation of a Business Combination. The proceeds from the sale of the Placement Warrants shall be deposited into the Trust Account.

Warrant Private Placement. Simultaneously with the Closing Date, the Sponsor will purchase from the Company pursuant to Purchase Agreement (as defined in Section 2.21.2 2.22.2 hereof), 7,500,000 an aggregate of 5,500,000 warrants, which warrants are identical to the Warrants included in the Firm Units, subject to certain exceptions (the “Placement Warrants”), at a purchase price of $1.50 1.00 per Placement Warrant in a private placement intended to be exempt from registration under the Act pursuant to Section 4(a)(2) of the Act. The private placement of the Placement Warrants is referred to herein as the “Warrant Private Placement.” None of the Placement Warrants (or nor the underlying shares of Common Stock) Stock may be sold, assigned or transferred by the Sponsor or its permitted transferees until thirty (30) days after consummation of a Business Combination. The proceeds from the sale of the Placement Warrants shall be deposited into the Trust Account.

Warrant Private Placement. Simultaneously with the Closing Date, the Sponsor will purchase from the Company pursuant to the Purchase Agreement (as defined in Section 2.21.2 hereof), 7,500,000 6,000,000 warrants, which warrants are substantially identical to the Warrants included in the Firm Units, subject to certain exceptions (collectively, the “Placement Warrants”), ) at a purchase price of $1.50 1.00 per Placement Warrant in a private placement intended to be exempt from registration under the Act pursuant to Section 4(a)(2) of the Act. The private placement of the Placement Warrants is referred to herein as the “Warrant Private Placement.” None of the Placement Warrants (or underlying shares of Common StockOrdinary Shares) may be sold, assigned or transferred by the Sponsor or its permitted transferees until thirty (30) days after consummation of a Business Combination. The Certain proceeds from the sale of the Placement Warrants shall be deposited into the Trust Account.

Warrant Private Placement. Simultaneously with the Closing Date, the Sponsor will purchase from the Company pursuant to the Purchase Agreement (as defined in Section 2.21.2 hereof), 7,500,000 7,400,000 warrants, which warrants are identical to the Warrants included in the Firm Units, Units subject to certain exceptions (the “Placement Warrants”), ) at a purchase price of $1.50 1.00 per Placement Warrant in a private placement intended to be exempt from registration under the Act pursuant to Section 4(a)(2) of the Act. The private placement of the Placement Warrants is referred to herein as the “Warrant Private Placement.” None of the Placement Warrants (or underlying shares of Common Stock) may be sold, assigned or transferred by the Sponsor or its permitted transferees until thirty (30) days after consummation of a Business Combination. The proceeds from the sale of the Placement Warrants shall be deposited into the Trust Account.

Warrant Private Placement. Simultaneously with the Closing Date, the Sponsor will purchase from the Company pursuant to the Purchase Agreement (as defined in Section 2.21.2 hereof), 7,500,000 5,000,000 private placement warrants, which warrants are identical to the Warrants included in the Firm Units, subject to certain exceptions (the “Placement Warrants”), at a purchase price of $1.50 1.00 per warrant (the “Private Placement Warrant Warrants”) in a private placement intended to be exempt from registration under the Act Act, pursuant to Section 4(a)(2) of the Act. The Private Placement Warrants are substantially identical to the Warrants, subject to certain exceptions. The private placement of the Private Placement Warrants is referred to herein as the “Warrant Private Placement.” None of Neither the Private Placement Warrants (or nor the underlying shares of Common Stock) Class A Ordinary Shares may be sold, assigned or transferred by the Sponsor or its permitted transferees until thirty (30) 30 days after consummation of a Business Combination. The Certain proceeds from the sale of the Private Placement Warrants shall be deposited into the Trust Account.

Warrant Private Placement. Simultaneously with the Closing Date, the Sponsor will purchase from the Company pursuant to Purchase Agreement (as defined in Section 2.21.2 hereof), 7,500,000 6,200,000 warrants, which warrants are identical to the Warrants included in the Firm Units, subject to certain exceptions (the “Placement Warrants”), at a purchase price of $1.50 per Placement Warrant in a private placement intended to be exempt from registration under the Act pursuant to Section 4(a)(2) of the Act. The private placement of the Placement Warrants is referred to herein as the “Warrant Private Placement.” None of the Placement Warrants (or underlying shares of Common Stock) may be sold, assigned or transferred by the Sponsor or its permitted transferees until thirty (30) days after consummation of a Business Combination. The proceeds from the sale of the Placement Warrants shall be deposited into the Trust Account.

Warrant Private Placement. Simultaneously with the Closing Date, the Sponsor will purchase from the Company pursuant to Purchase the Subscription Agreement (as defined in Section 2.21.2 hereof), 7,500,000 warrants, 4,500,000 warrants which warrants are identical to the Warrants included in the Firm Units, Units subject to certain exceptions (the “"Placement Warrants”), ") at a purchase price of $1.50 1.00 per Placement Warrant in a private placement intended to be exempt from registration under the Act pursuant to Section 4(a)(2) of the Act. The private placement of the Placement Warrants is referred to herein as the “"Warrant Private Placement.” " None of the Placement Warrants (or underlying shares of Common Stock) Securities may be sold, assigned or transferred by the Sponsor of the Placement Warrants or its permitted transferees until thirty (30) days after consummation of a Business Combination. The proceeds from the sale of the Placement Warrants shall be deposited into the Trust Account.

Warrant Private Placement. Simultaneously with the Closing Date, the Sponsor will purchase from the Company pursuant to the Purchase Agreement (as defined in Section 2.21.2 hereof), 7,500,000 warrants7,500,000warrants (the “Placement Warrants”), which warrants are identical to the Warrants included in the Firm Units, Units subject to certain exceptions (the “Placement Warrants”), at a purchase price of $1.50 1.00 per Placement Warrant in a private placement intended to be exempt from registration under the Act pursuant to Section 4(a)(2) of the Act. The private placement of the Placement Warrants is referred to herein as the “Warrant Private Placement.” None of the Placement Warrants (or underlying shares of Common Stock) may be sold, assigned or transferred by the Sponsor or its permitted transferees until thirty (30) days after consummation of a the Business Combination. The proceeds from the sale of the Placement Warrants shall be deposited into the Trust Account.

Warrant Private Placement. Simultaneously with the Closing Date, the Sponsor will purchase from the Company pursuant to Purchase Agreement (as defined in Section 2.21.2 hereof), 7,500,000 7,133,333 warrants, which warrants are identical to the Warrants included in the Firm Units, subject to certain exceptions (the “Placement Warrants”), at a purchase price of $1.50 per Placement Warrant in a private placement intended to be exempt from registration under the Act pursuant to Section 4(a)(2) of the Act. The private placement of the Placement Warrants is referred to herein as the “Warrant Private Placement.” None of the Placement Warrants (or underlying shares of Common Stock) may be sold, assigned or transferred by the Sponsor or its permitted transferees until thirty (30) days after consummation of a Business Combination. The proceeds from the sale of the Placement Warrants shall be deposited into the Trust Account.

Warrant Private Placement. Simultaneously with the Closing Date, the Sponsor will purchase from the Company pursuant to the Purchase Agreement (as defined in Section 2.21.2 hereof), 7,500,000 6,800,000 warrants, which warrants are identical to the Warrants included in the Firm Units, Units subject to certain exceptions (the “Placement Warrants”), ) at a purchase price of $1.50 1.00 per Placement Warrant in a private placement intended to be exempt from registration under the Act pursuant to Section 4(a)(2) of the Act. The private placement of the Placement Warrants is referred to herein as the “Warrant Private Placement.” None of the Placement Warrants (or underlying shares of Common Stock) may be sold, assigned or transferred by the Sponsor or its permitted transferees until thirty (30) days after consummation of a Business Combination. The proceeds from the sale of the Placement Warrants shall be deposited into the Trust Account.

Warrant Private Placement. Simultaneously with the Closing Date, the Sponsor will purchase from the Company pursuant to Purchase Agreement (as defined in Section 2.21.2 hereof), 7,500,000 5,333,333 warrants, which warrants are identical to the Warrants included in the Firm Units, subject to certain exceptions (the “Placement Warrants”), at a purchase price of $1.50 per Placement Warrant in a private placement intended to be exempt from registration under the Act pursuant to Section 4(a)(2) of the Act. The private placement of the Placement Warrants is referred to herein {00930161.DOCX.2} as the “Warrant Private Placement.” None of the Placement Warrants (or underlying shares of Common Stock) may be sold, assigned or transferred by the Sponsor or its permitted transferees until thirty (30) days after consummation of a Business Combination. The proceeds from the sale of the Placement Warrants shall be deposited into the Trust Account.

Warrant Private Placement. Simultaneously with the Closing Date, the Sponsor will purchase from the Company pursuant to the Purchase Agreement (as defined in Section 2.21.2 hereof), 7,500,000 6,000,000 warrants, which warrants are identical to the Warrants included in the Firm Units, Units subject to certain exceptions (the “Placement Warrants”), ) at a purchase price of $1.50 1.00 per Placement Warrant in a private placement intended to be exempt from registration under the Act pursuant to Section 4(a)(2) of the Act. The private placement of the Placement Warrants is referred to herein as the “Warrant Private Placement.” None of the Placement Warrants (or underlying shares of Common Stock) may be sold, assigned or transferred by the Sponsor or its permitted transferees until thirty (30) days after consummation of a Business Combination. The proceeds from the sale of the Placement Warrants shall be deposited into the Trust Account.

Warrant Private Placement. Simultaneously with the Closing Date, the Sponsor will purchase from the Company pursuant to Purchase Agreement (as defined in Section 2.21.2 hereof), 7,500,000 8,100,000 warrants, which warrants are identical to the Warrants included in the Firm Units, subject to certain exceptions (the “Placement Warrants”), at a purchase price of $1.50 1.00 per Placement Warrant in a private placement intended to be exempt from registration under the Act pursuant to Section 4(a)(2) of the Act. The private placement of the Placement Warrants is referred to herein as the “Warrant Private Placement.” None of the Placement Warrants (or underlying shares of Common Stock) may be sold, assigned or transferred by the Sponsor or its permitted transferees until thirty (30) days after consummation of a Business Combination. The proceeds from the sale of the Placement Warrants shall be deposited into the Trust Account.

Warrant Private Placement. Simultaneously with the Closing Date, the Sponsor will purchase from the Company pursuant to Purchase the Subscription Agreement (as defined in Section 2.21.2 hereof), 7,500,000 warrants, 4,500,000 warrants which warrants are identical to the Warrants included in the Firm Units, Units subject to certain exceptions (the “Placement Warrants”), ) at a purchase price of $1.50 1.00 per Placement Warrant in a private placement intended to be exempt from registration under the Act pursuant to Section 4(a)(2) of the Act. The private placement of the Placement Warrants is referred to herein as the “Warrant Private Placement.” None of the Placement Warrants (or underlying shares of Common Stock) Securities may be sold, assigned or transferred by the Sponsor of the Placement Warrants or its permitted transferees until thirty (30) days after consummation of a Business Combination. The proceeds from the sale of the Placement Warrants shall be deposited into the Trust Account.

Warrant Private Placement. Simultaneously with the Closing Date, the Sponsor will purchase from the Company pursuant to Purchase Agreement (as defined in Section 2.21.2 hereof), 7,500,000 7,000,000 warrants, which warrants are identical to the Warrants included in the Firm Units, subject to certain exceptions (the “Placement Warrants”), at a purchase price of $1.50 1.00 per Placement Warrant in a private placement intended to be exempt from registration under the Act pursuant to Section 4(a)(2) of the Act. The private placement of the Placement Warrants is referred to herein as the “Warrant Private Placement.” None of the Placement Warrants (or underlying shares of Common Stock) may be sold, assigned or transferred by the Sponsor or its permitted transferees until thirty (30) days after consummation of a Business Combination. The proceeds from the sale of the Placement Warrants shall be deposited into the Trust Account.