Agreement to Subscribe. 1.1 Purchase and Issuance of the Private Placement Units.
(a) Upon the terms and subject to the conditions of this Agreement, the Subscriber hereby agrees to purchase from the Company, and the Company hereby agrees to sell to the Subscriber, on the Initial Closing Date (as defined below) 594,076 Private Placement Units in consideration of the payment of the Purchase Price. On the Initial Closing Date, the Company shall, at its option, deliver to the Subscriber the certificates representing the Securities purchased or effect such delivery in book-entry form.
(a) On the date of the consummation of the closing of the over-allotment option, if any, in connection with the IPO or on such earlier time and date as may be mutually agreed by the Subscriber and the Company (an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial Closing Date, a “Closing Date”), the Company shall issue and sell to the Subscriber, and the Subscriber shall purchase from the Company, up to 63,424 additional Private Placement Units (or, to the extent the over-allotment option is not exercised in full, a lesser number of Private Placement Units in proportion to the amount of the over-allotment option that is then exercised) at a price of $10.00 per Private Placement Unit for an aggregate purchase price of up to $634,240 (if the over-allotment option is exercised in full) (such amount, the “Over-allotment Purchase Price”). The Subscriber shall pay the Over-allotment Purchase Price by wire transfer of immediately available funds or by such other method as may be reasonably acceptable to the Company, to the trust account (the “Trust Account”) at a financial institution to be chosen by the Company, maintained by Continental Stock Transfer & Trust Company, acting as trustee (“Continental”), on or prior to the Over-allotment Closing Date. On the Over-allotment Closing Date, upon the payment by the Subscriber of the Over-allotment Purchase Price, the Company shall, at its option, deliver a certificate evidencing the Private Placement Units purchased by the Subscriber on such date duly registered in the Subscriber’s name to the Subscriber, or effect such delivery in book-entry form.
Agreement to Subscribe. 1.1. Purchase and Issuance of the Private Units.
(a) Upon the terms and subject to the conditions of this Agreement, each Subscriber hereby agrees to purchase from the Company, and the Company hereby agrees to sell to each Subscriber, on the initial Closing Date (as defined below) the number of Initial Private Units set forth next to each Subscriber’s name on Schedule A hereto in consideration of the payment of the Initial Purchase Price. On the initial Closing Date, the Company shall, at its option, deliver to each Subscriber the certificates representing the Securities purchased by such Subscriber or effect such delivery in book-entry form.
(b) Each Subscriber hereby agrees to purchase up to the amount of Additional Private Units set forth on Schedule A hereto at $10.00 per Additional Private Unit. The purchase and issuance of the Additional Private Units shall occur only in the event that the Over-Allotment Option is exercised in full or in part. The total number of Additional Private Units to be purchased hereunder shall be in the same proportion as the proportion of the Over-Allotment Option that is exercised. Each purchase of Additional Private Units shall occur simultaneously with the consummation of any portion of the Over-Allotment Option.
Agreement to Subscribe. 1.1 Purchase and Issuance of the Private Placement Units. Upon the terms and subject to the conditions of this Agreement, the Subscriber hereby agrees to purchase from the Company, and the Company hereby agrees to sell to the Subscriber, on the Closing Date (as defined below) the Private Placement Units in consideration of the payment of the Purchase Price. On the Closing Date, the Company shall, at its option, deliver to the Subscriber the certificates representing the Securities purchased or effect such delivery in book-entry form.
Agreement to Subscribe. 1.1. Purchase and Issuance of the Sponsor Units.
(i) Upon the terms and subject to the conditions of this Agreement, the Subscriber hereby agrees to purchase from the Company, and the Company hereby agrees to sell to the Subscriber, on the Closing Date (as defined below) the Initial Sponsor Units in consideration of the payment of the Initial Purchase Price (as defined below). On the Closing Date, the Company shall, at its option, deliver to the Subscriber the certificates representing the Securities purchased or effect such delivery in book-entry form.
(ii) The Subscriber hereby agrees to purchase up to an additional 45,000 Additional Units at $10.00 per Additional Unit for a purchase price of up to $450,000. The purchase and issuance of the Additional Units shall occur only in the event that the Over-Allotment Option is exercised in full or in part. The total number of Additional Units to be purchased hereunder shall be in the same proportion as the proportion of the Over-Allotment Option that is exercised. Each purchase of Additional Units shall occur simultaneously with the consummation of the applicable portion of the Over-Allotment Option.
Agreement to Subscribe. 1.1. Purchase and Issuance of the Private Units.
(a) Upon the terms and subject to the conditions of this Agreement, Subscriber hereby agrees to purchase from the Company, and the Company hereby agrees to sell to Subscriber, on the initial Closing Date (as defined below) the Initial Private Units in consideration of the payment of the Initial Purchase Price. On the initial Closing Date, the Company shall, at its option, deliver to Subscriber the certificates representing the Securities purchased by Subscriber or effect such delivery in book-entry form.
(b) Subscriber hereby agrees to purchase up to the amount of Additional Private Units $10.00
Agreement to Subscribe. 2.1 Subject to the provisions of this Agreement:
2.1.1 the Initial Lion Party will subscribe in cash for the number of A Ordinary Shares set opposite its name in column 2 of Schedule 1 at the subscription price per A Ordinary Share set out in Schedule 1;
2.1.2 the Initial Bison Party will subscribe in cash for the number of B Ordinary Shares set opposite its name in column 3 of Schedule 1 at the subscription price per B Ordinary Share set out in Schedule 1; and
2.1.3 Lion CLP will subscribe in cash for the number of Preference Shares set opposite its name in column 4 of Schedule 1 at the subscription price per Preference Share set out in Schedule 1.
2.2 Full payment of the subscription monies for the Shares described in Clause 2.1 must be made on or before Closing to the Company in cleared or immediately available funds.
2.3 Notwithstanding the provisions of Clause 2.2, subscription of the Shares and the other obligations of the Parties pursuant to the terms of this Agreement, shall be conditional upon Closing.
2.4 Upon receipt of the subscription monies referred to in Clause 2.2 the Company will immediately register each respective Shareholder as the fully paid holder of the Shares subscribed for under Clause 2.1 and issue appropriate share certificates.
Agreement to Subscribe. Purchase Price
Agreement to Subscribe. 6 (a) Subscription..................................................6 (b) Closing.......................................................6
Agreement to Subscribe. 1.1. Purchase and Issuance of the Initial Units. Upon the terms and subject to the conditions of this Agreement, the Subscriber hereby agrees to purchase from the Company, and the Company hereby agrees to sell to the Subscriber, on the Initial Closing Date (as defined below) the Initial Units in consideration of the payment of the Purchase Price (as defined below). On the Initial Closing Date, the Company shall, at its option, deliver to the Subscriber the certificates representing the Securities purchased or effect such delivery in book-entry form.
Agreement to Subscribe. 2.1 On and subject to the terms of this Agreement, the Subscriber shall subscribe for the Subscription Shares in cash at the Subscription Price, totalling One Million Thirty Nine Thousand Four Hundred Eighty-Seven United States Dollars and Fifty Cents (US$1,039,487.50), and the Company shall validly allot and issue the Subscription Shares to the Subscriber on Completion, which shall be issued and allotted as fully paid and shall rank pari passu in all respects with the existing Ordinary Shares in issue as at the Completion Date with the rights and obligations as set out in the Memorandum and Articles.
2.2 The Total Subscription Price for the Subscription Shares shall be paid by the Subscriber in full at Completion in the manner as set out in Clause 3.
