Common use of Private Placement Warrants Clause in Contracts

Private Placement Warrants. The Private Placement Warrants shall be identical to the Public Warrants, except that so long as they are held by the Sponsor or any of its Permitted Transferees (as defined below) the Private Placement Warrants: (i) may be exercised for cash or on a cashless basis, pursuant to subsection 3.3.1(c) hereof, (ii) may not be (including the shares of Common Stock issuable upon exercise of the Private Placement Warrants) transferred, assigned or sold until thirty (30) days after the completion by the Company of an initial Business Combination (as defined below), and (iii) shall not be redeemable by the Company pursuant to Section 6.1 hereof; provided, however, that in the case of (ii), the Private Placement Warrants and any shares of Common Stock held by the Sponsor or any of its Permitted Transferees issued upon exercise of the Private Placement Warrants may be transferred by the holders thereof:

Appears in 23 contracts

Samples: Warrant Agreement (Athena Technology Acquisition Corp.), Warrant Agreement (Fortress Value Acquisition Corp. IV), Warrant Agreement (Forest Road Acquisition Corp. II)

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Private Placement Warrants. The Private Placement Warrants shall be identical to the Public Warrants, except that so long as they are held by the Sponsor or any of its Permitted Transferees (as defined below) the Private Placement Warrants: (i) may be exercised for cash or on a cashless basis, pursuant to subsection 3.3.1(c) hereof, (ii) may not be (including the shares of Class A Common Stock issuable upon exercise of the Private Placement Warrants) , may not be transferred, assigned or sold until thirty (30) days after the completion by the Company of an initial Business Combination (as defined below)Combination, and (iii) shall not be redeemable by the Company pursuant to Section 6.1 hereofCompany; provided, however, that in notwithstanding the case terms of the foregoing subsection (ii), the Private Placement Warrants and any shares of Class A Common Stock held by the Sponsor or any of its Permitted Transferees issued upon exercise of the Private Placement Warrants may be transferred by the holders thereof:

Appears in 4 contracts

Samples: Warrant Agreement (Colombier Acquisition Corp.), Warrant Agreement (Colombier Acquisition Corp.), Warrant Agreement (Colombier Acquisition Corp.)

Private Placement Warrants. The Private Placement Warrants shall be identical to the Public Warrants, except that that, so long as they are held by the Sponsor or any of its Permitted Transferees (as defined below) ), the Private Placement Warrants: (i) may be exercised for cash or on a cashless basis, ,” pursuant to subsection 3.3.1(c3.3.1(b) hereof, (ii) may not be (including the shares of Common Stock issuable upon exercise of the Private Placement Warrants) , may not be transferred, assigned or sold until thirty (30) days after the completion by the Company of an initial Business Combination (as defined below) (the “Lock-Up”), and (iii) shall not be redeemable by the Company pursuant to Section 6.1 hereof; provided, however, that in the case of (ii), the Private Placement Warrants and any shares of Common Stock held by the Sponsor or any of its Permitted Transferees issued upon exercise of the Private Placement Warrants may be transferred by the holders thereof:

Appears in 3 contracts

Samples: Warrant Agreement (CBRE Acquisition Holdings, Inc.), Warrant Agreement (CBRE Acquisition Holdings, Inc.), Warrant Agreement (CBRE Acquisition Holdings, Inc.)

Private Placement Warrants. The Private Placement Warrants shall be identical to the Public Warrants, except that so long as they are held by the Sponsor or any of its Permitted Transferees (as defined below) the Private Placement Warrants: (i) may be exercised for cash or on a cashless basis, pursuant to subsection 3.3.1(c) hereof, and (ii) may not be (including the shares of Common Stock issuable upon exercise of the Private Placement Warrants) transferred, assigned or sold until thirty (30) days after the completion by the Company of an initial Business Combination (as defined below), and (iii) shall not be redeemable by the Company pursuant to Section 6.1 hereof; provided, however, that in the case of (ii), the Private Placement Warrants and any shares of Common Stock held by the Sponsor or any of its Permitted Transferees issued upon exercise of the Private Placement Warrants may be transferred by the holders thereof:

Appears in 3 contracts

Samples: Warrant Agreement (LAVA Medtech Acquisition Corp.), Warrant Agreement (LAVA Medtech Acquisition Corp.), Warrant Agreement (LAVA Medtech Acquisition Corp.)

Private Placement Warrants. The Private Placement Warrants shall be identical to the Public Warrants, except that so long as they are held by the Sponsor or any of its Permitted Transferees (as defined below) the Private Placement Warrantsthey: (i) may be exercised for cash or on a cashless basis, pursuant to subsection 3.3.1(c) hereof, (ii) may not be (including the shares of Common Stock issuable upon exercise of the Private Placement Warrants) , subject to certain exceptions, may not be transferred, assigned or sold until thirty (30) 30 days after the completion by the Company of an initial Business Combination (as defined below), and (iii) shall not be redeemable by the Company pursuant to Section 6.1 or Section 6.2 hereof; provided, however, that in the case of the preceding clause (ii), the Private Placement Warrants and any shares of Common Stock held by the Sponsor or any of its Permitted Transferees and issued upon exercise of the Private Placement Warrants may be transferred by the holders thereof:

Appears in 2 contracts

Samples: Warrant Agreement (Crixus BH3 Acquisition Co), Warrant Agreement (Crixus BH3 Acquisition Corp.)

Private Placement Warrants. 2.7.1 The Private Placement Warrants shall be identical to the Public Redeemable Warrants, except that so long as they are held by the Sponsor or any of its Permitted Transferees (as defined below) the Private Placement Warrants: (i) may be exercised for cash or on a cashless basis, ,” pursuant to subsection 3.3.1(c3.3.1(b) hereof, (ii) may not be (including the shares of Common Stock Ordinary Shares issuable upon exercise of the Private Placement Warrants) , may not be transferred, assigned or sold until thirty (30) days after the completion by the Company of an initial Business Combination (as defined below), and (iii) shall not be redeemable by the Company pursuant to Section 6.1 hereof; provided, however, that in the case of (ii), the Private Placement Warrants and any shares Ordinary Shares issued upon exercise of Common Stock the Private Placement Warrants held by the Sponsor or any of its Permitted Transferees issued upon exercise of the Private Placement Warrants (as defined below) may be transferred by the holders thereof:

Appears in 2 contracts

Samples: Warrant Agreement (Global Partner Acquisition Corp II), Warrant Agreement (Global Partner Acquisition Corp II)

Private Placement Warrants. The Private Placement Warrants shall be identical to the Public Warrants, except that so long as they are held by the Sponsor or any of its Permitted Transferees (as defined below) the Private Placement Warrants: (i) may be exercised for cash or on a cashless basis, ,” pursuant to subsection 3.3.1(c) hereof, (ii) may not be (including the shares of Common Stock Ordinary Shares issuable upon exercise of the Private Placement Warrants) , may not be transferred, assigned or sold until thirty (30) days after the completion by the Company of an initial Business Combination (as defined below), and (iii) shall not be redeemable by the Company pursuant to Section 6.1 hereof6 hereof and; provided, however, that in the case of (ii), the Private Placement Warrants and any shares of Common Stock held by the Sponsor or any of its Permitted Transferees Ordinary Shares issued upon exercise of the Private Placement Warrants may be transferred by the holders thereof:

Appears in 2 contracts

Samples: Warrant Agreement (Freestone Acquisition Corp), Warrant Agreement (Freestone Acquisition Corp)

Private Placement Warrants. The Private Placement Warrants shall be identical to the Public Warrants, except that so long as they are held by the Sponsor or any of its Permitted Transferees (as defined below) ), the Private Placement Warrants: (i) may be exercised for cash or on a cashless basis, pursuant to subsection 3.3.1(c) hereof, hereof and (ii) may not be (including the shares of Common Stock issuable upon exercise of the Private Placement Warrants) , may not be transferred, assigned or sold until the date that is thirty (30) days after the completion by the Company of an initial Business Combination (as defined below)Combination; provided that, and (iii) shall not be redeemable by the Company pursuant to Section 6.1 hereof; provided, however, that in the case of clause (ii), the Private Placement Warrants and any shares of Common Stock held by the Sponsor or any of its Permitted Transferees and issued upon exercise of the Private Placement Warrants may be transferred by the holders thereof:

Appears in 2 contracts

Samples: Warrant Agreement (Falcon's Beyond Global, Inc.), Agreement and Plan of Merger (FAST Acquisition Corp. II)

Private Placement Warrants. The Private Placement Warrants shall be identical to the Public Warrants, except that so long as they are held by the Sponsor or any of its Permitted Transferees (as defined below) the Private Placement Warrants: (i) may be exercised for cash or on a cashless basis, ,” pursuant to subsection 3.3.1(c) hereof, (ii) may not be (including the shares of Common Stock Ordinary Shares issuable upon exercise of the Private Placement Warrants) , may not be transferred, assigned or sold until thirty (30) days after the completion by the Company of an initial Business Combination (as defined below)Combination, and (iii) shall not be redeemable by the Company pursuant to Section 6.1 hereof; provided, however, that in the case of (ii), the Private Placement Warrants and any shares of Common Stock held by the Sponsor or any of its Permitted Transferees Ordinary Shares issued upon exercise of the Private Placement Warrants may be transferred by the holders thereof:

Appears in 2 contracts

Samples: Warrant Agreement (Social Capital Hedosophia Holdings Corp. III), Warrant Agreement (Social Capital Hedosophia Holdings Corp. II)

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Private Placement Warrants. (a) The Private Placement Warrants shall be identical to the Public Warrants, except that so long as they are held by the Sponsor Sponsor, the Anchor Investors or any of its their respective Permitted Transferees (as defined below) the Private Placement Warrants: (i) may be exercised for cash or on a cashless basis, pursuant to subsection 3.3.1(c3.03(a)(i) hereof, (ii) may not be (including the shares of Common Stock issuable upon exercise of the Private Placement Warrants) transferred, assigned or sold until thirty (30) days after the completion by the Company of an initial Business Combination (as defined below), and (iii) shall not be redeemable by the Company pursuant to Section 6.1 hereofCompany; provided, however, that in the case of clause (ii), the Private Placement Warrants and any shares of Common Stock held by the Sponsor Sponsor, the Anchor Investors or any of its their respective Permitted Transferees and issued upon exercise of the Private Placement Warrants may be transferred by the holders thereof:

Appears in 2 contracts

Samples: Warrant Agreement (Nikola Corp), Warrant Agreement (RMG Acquisition Corp.)

Private Placement Warrants. 2.6.1. The Private Placement Warrants shall be identical to the Public Warrants, except that so long as they are held by the Sponsor or any of its Permitted Transferees (as defined below) the Private Placement Warrants: (i) may be exercised for cash or on a cashless basis, ,” pursuant to subsection 3.3.1(c) hereof, (ii) may not be (including the shares of Common Stock Ordinary Shares issuable upon exercise of the Private Placement Warrants) , may not be transferred, assigned or sold until thirty (30) days after the completion by the Company of an initial Business Combination (as defined below)Combination, and (iii) shall not be redeemable by the Company pursuant to Section 6.1 hereofCompany; provided, however, that in the case of clause (ii), the Private Placement Warrants and any shares of Common Stock held by the Sponsor or any of its Permitted Transferees Ordinary Shares issued upon exercise of the Private Placement Warrants may be transferred by the holders thereof:

Appears in 1 contract

Samples: Warrant Agreement (Blue Ocean Acquisition Corp)

Private Placement Warrants. 2.6.1 The Private Placement Warrants shall be identical to the Public Warrants, except that so long as they are held by the Sponsor or any of its Permitted Transferees (as defined below) the Private Placement Warrants: (i) may be exercised for cash or on a cashless basis, ,” pursuant to subsection 3.3.1(c3.3.1(b) hereof, (ii) may not be (including the shares of Common Stock Shares issuable upon exercise of the Private Placement Warrants) , may not be transferred, assigned or sold until thirty (30) days after the completion by the Company of an initial Business Combination (as defined below)Combination, and (iii) shall not be redeemable by the Company pursuant to Section 6.1 hereof; provided, however, that in the case of clause (ii), the Private Placement Warrants and any shares of Common Stock held by the Sponsor or any of its Permitted Transferees Shares issued upon exercise of the Private Placement Warrants may be transferred by the holders thereof:

Appears in 1 contract

Samples: Warrant Agreement (Grandview Capital Acquisition Corp.)

Private Placement Warrants. The Private Placement Warrants shall be identical to the Public Warrants, except that so long as they are held by the Sponsor Sponsor, a Salient Client or any of its their Permitted Transferees (as defined below) the Private Placement Warrants: (i) may be exercised for cash or on a cashless basis, ,” pursuant to subsection 3.3.1(c) hereof, (ii) may not be (including the shares of Common Stock Ordinary Shares issuable upon exercise of the Private Placement Warrants) , may not be transferred, assigned or sold until thirty (30) days after the completion by the Company of an initial Business Combination (as defined below), and (iii) shall not be redeemable by the Company pursuant to Section 6.1 hereof6 hereof and; provided, however, that in the case of (ii), the Private Placement Warrants and any shares of Common Stock held by the Sponsor or any of its Permitted Transferees Ordinary Shares issued upon exercise of the Private Placement Warrants may be transferred by the holders thereof:

Appears in 1 contract

Samples: Warrant Agreement (ESGEN Acquisition Corp)

Private Placement Warrants. The Private Placement Warrants shall be identical to the Public Warrants, except that so long as they are held by the Sponsor initial purchasers of the Private Placement Warrants or any of its their Permitted Transferees (as defined below): (i) the Private Placement Warrants: (i) may be exercised for cash or on a cashless basis, pursuant to subsection 3.3.1(c) hereof, (ii) may not be (including Warrants and the shares of Common Stock issuable issued upon exercise of the Private Placement Warrants) Warrants may not be transferred, assigned or sold until thirty (30) days after the completion by the Company of an initial Business Combination (as defined below), and (iiiii) the Private Placement Warrants shall not be redeemable by the Company pursuant to Section 6.1 hereofCompany; provided, however, that in the case of (iii), the Private Placement Warrants and any shares of Common Stock held by the Sponsor or any of its Permitted Transferees issued upon exercise of the Private Placement Warrants may be transferred by the holders thereof:

Appears in 1 contract

Samples: Warrant Agreement (GRASSMERE ACQUISITION Corp)

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