Common use of Additional Placement Warrants Clause in Contracts

Additional Placement Warrants. Simultaneously with the Option Closing, Sponsor shall purchase from the Company pursuant to the Subscription Agreement (as defined in Section 2.23.2 hereof) an additional number of warrants (up to a maximum of 900,000 warrants in the aggregate), pro rata with the percentage of the Over-allotment Option exercised by the Representative, so that at least $10.10 per Unit sold to the public in the Offering is held in trust regardless of whether the over-allotment option is exercised in full or part (the “Additional Placement Warrants”), at a purchase price of $0.50 per Additional Placement Warrant in a private placement (the “Additional Private Placement”). The Additional Placement Warrants and the Common Stock issuable upon exercise of the Additional Placement Warrants are hereinafter referred to collectively as the “Additional Placement Securities.” Each Additional Placement Warrant shall be identical to the warrants included as part of the Units sold in the Offering except that the Additional Placement Warrants shall be non-redeemable by the Company and may be exercised for cash or on a cashless basis, as described in the Prospectus, in each case so long as the Additional Placement Warrants continue to be held by the initial purchasers of the Additional Placement Warrants or their permitted transferees (as described in the Subscription Agreement and the Warrant Agreement (as defined in Section 2.22 hereof)). There will be no placement agent in the Additional Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Additional Placement Securities.

Additional Placement Warrants. Simultaneously with Immediately prior to the Option Closing, the Sponsor shall purchase from the Company pursuant to the Subscription Agreement (as defined in Section 2.23.2 hereof) an additional number of warrants Placement Warrants (up to a maximum of 900,000 warrants in the aggregate), 450,000 Placement Warrants) pro rata with the percentage amount of the Over-allotment Option exercised by the Representative, Representative so that at least $10.10 10.20 per Firm Unit and Option Unit sold to the public in the Offering is held in trust regardless of whether the overOver-allotment option Option is exercised in full or part (the “Additional Placement Warrants”), at a purchase price of $0.50 1.00 per Additional Placement Warrant in a private placement (the “Additional Private Placement”). The Additional Placement Warrants Warrants, and the Common Stock Class A Ordinary Shares issuable upon exercise of the Additional Placement Warrants are hereinafter referred to collectively as the “Additional Placement Securities.” Each Additional Placement Warrant shall be identical to the warrants included Except as part of the Units sold disclosed in the Offering except that the Additional Placement Warrants shall be non-redeemable by the Company and may be exercised for cash or on a cashless basisRegistration Statement, as described in the Prospectus, in each case so long as the Additional Placement Warrants continue to be held by the initial purchasers of the Additional Placement Warrants or their permitted transferees (as described in the Subscription Agreement and the Warrant Agreement (as defined in Section 2.22 hereof)). There there will be no placement agent in the Additional Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities. The Subscription Agreement shall state that the Sponsor has agreed to waive its redemption rights with respect to the Additional Placement SecuritiesSecurities in connection with the completion of the initial Business Combination and (ii) to waive its rights to liquidating distributions from the trust account with respect to the Additional Placement Securities if the Company fails to complete the initial Business Combination within 15 months from the closing of the Offering (or up to 21 months from the closing of this Offering if the Company extends the period of time to consummate an initial Business Combination by the full amount of time).

Additional Placement Warrants. Simultaneously with Immediately prior to the Option Closing, the Sponsor shall purchase from the Company pursuant to the Subscription Agreement (as defined in Section 2.23.2 hereof) an additional number of warrants Placement Warrants (up to a maximum of 900,000 warrants in the aggregate), 450,000 Placement Warrants) pro rata with the percentage amount of the Over-allotment Option exercised by the Representative, Representative so that at least $10.10 10.20 per Firm Unit and Option Unit sold to the public in the Offering is held in trust regardless of whether the overOver-allotment option Option is exercised in full or part (the “Additional Placement Warrants”), at a purchase price of $0.50 1.00 per Additional Placement Warrant in a private placement (the “Additional Private Placement”). The Additional Placement Warrants Warrants, and the Class A Common Stock issuable upon exercise of the Additional Placement Warrants are hereinafter referred to collectively as the “Additional Placement Securities.” Each Additional Placement Warrant shall be identical to the warrants included Except as part of the Units sold disclosed in the Offering except that the Additional Placement Warrants shall be non-redeemable by the Company and may be exercised for cash or on a cashless basisRegistration Statement, as described in the Prospectus, in each case so long as the Additional Placement Warrants continue to be held by the initial purchasers of the Additional Placement Warrants or their permitted transferees (as described in the Subscription Agreement and the Warrant Agreement (as defined in Section 2.22 hereof)). There there will be no placement agent in the Additional Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities. The Subscription Agreement shall state that the Sponsor has agreed to waive its redemption rights with respect to the Additional Placement SecuritiesSecurities in connection with the completion of the initial Business Combination and (ii) to waive its rights to liquidating distributions from the trust account with respect to the Additional Placement Securities if the Company fails to complete the initial Business Combination within 12 months from the closing of the Offering (or up to 18 months from the closing of this Offering if the Company extends the period of time to consummate an initial Business Combination by the full amount of time).

Additional Placement Warrants. Simultaneously with the Option Closing, Sponsor VAH and CII shall purchase from the Company pursuant to the Subscription Agreement (as defined in Section 2.23.2 hereof) Agreements an additional number of warrants (up to a maximum of 900,000 675,000 warrants in the aggregate), pro rata with the percentage of the Over-allotment Option exercised by the Representative, so that at least $10.10 per Unit sold to the public in the Offering is held in trust regardless of whether the over-allotment option is exercised in full or part (the “Additional Placement Warrants”), at a purchase price of $0.50 1.00 per Additional Placement Warrant in a private placement (the “Additional Private Placement”). The Additional Placement Warrants and the shares of Common Stock issuable upon exercise of the Additional Placement Warrants are hereinafter referred to collectively as the “Additional Placement Securities,” and the Public Securities, the Placement Securities and the Additional Placemenet Securities are hereinafter referred to collectively as the “Securities.” Each Additional Placement Warrant shall be identical to the warrants included as part of the Units Warrants sold in the Offering except that the Additional Placement Warrants shall be non-redeemable by the Company and may be exercised for cash or on a cashless basis, as described in the Prospectus, in each case so long as the Additional Placement Warrants continue to be held by the initial purchasers of the Additional Placement Warrants or their permitted transferees (as described in the Subscription Agreement and the Warrant Agreement (as defined in Section 2.22 hereof)Agreement). There will be no placement agent in the Additional Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Additional Placement Securities. Pursuant to Rule 5110(g)(1) of FINRA’s Rules, the Additional Private Warrants purchased by CII are subject to a lock-up for a period of 180 days immediately following the Effective Date of the Registration Statement or the commencement of sales in the offering, and, for that 180 day period following the Effective Date, may not be sold, transferred, assigned, pledged or hypothecated, or be subject of any hedging, short sale, derivative or put or call transaction that would result in the economic disposition of the securities. Pursuant to Rule 5110(g)(8) of FINRA’s Rules, Chardan Capital Markets, LLC and its related persons may not, with respect to the Additional Private Warrants (and the shares that are issuable upon exercise of the private warrants) purchased by CII, (i) have more than one demand registration right at the Company’s expense, (ii) exercise their demand registration rights more than five (5) years from the effective date of the Registration Statement, and (iii) exercise their “piggy-back” registration rights more than seven (7) years from the effective date of the Registration Statement, as long as Chardan Capital Markets, LLC or any of its related persons are beneficial owners of Additional Private Warrants.

Additional Placement Warrants. Simultaneously with the Option Closing, Sponsor certain of the Company’s stockholders and affiliates, shall purchase from the Company pursuant to the Subscription Agreement (as defined in Section 2.23.2 hereof) Agreements an additional number of warrants (up to a maximum of 900,000 675,000 warrants in the aggregate), pro rata with the percentage of the Over-allotment Option exercised by the Representative, so that at least $10.10 per Unit sold to the public in the Offering is held in trust regardless of whether the over-allotment option is exercised in full or part (the “Additional Placement Warrants”), at a purchase price of $0.50 1.00 per Additional Placement Warrant in a private placement (the “Additional Private Placement”). The Additional Placement Warrants and the shares of Common Stock issuable upon exercise of the Additional Placement Warrants are hereinafter referred to collectively as the “Additional Placement Securities,” and the Public Securities, the Placement Securities and the Additional Placement Securities are hereinafter referred to collectively as the “Securities.” Each Additional Placement Warrant shall be identical to the warrants included as part of the Units Warrants sold in the Offering except that the Additional Placement Warrants shall be non-redeemable by the Company and may be exercised for cash or on a cashless basis, as described in the Prospectus, in each case so long as the Additional Placement Warrants continue to be held by the initial purchasers of the Additional Placement Warrants or their permitted transferees (as described in the Subscription Agreement and the Warrant Agreement (as defined in Section 2.22 hereof)Agreement). There will be no placement agent in the Additional Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Additional Placement Securities. The Additional Placement Warrants will not be exercisable more than five (5) years from the Effective Date, in accordance with FINRA Rule 5110(f)(2)(G)(i), as long as Chardan or any of its related persons beneficially own these warrants. There will be no placement agent in the Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities.

Additional Placement Warrants. Simultaneously with Immediately prior to the Option Closing, the Sponsor and the Representative shall purchase from the Company pursuant to the Subscription Agreement (as defined in Section 2.23.2 2.25.2 hereof) an additional number of warrants Placement Warrants (up to a maximum of 900,000 warrants in the aggregate)412,500 Placement Warrants and 112,500 Placement Warrants, respectively) pro rata with the percentage amount of the Over-allotment Option exercised by the Representative, Representative so that at least $10.10 10.15 per Firm Unit and Option Unit sold to the public in the Offering is held in trust regardless of whether the overOver-allotment option Option is exercised in full or part (the “Additional Placement Warrants”), at a purchase price of $0.50 1.00 per Additional Placement Warrant in a private placement (the “Additional Private Placement”)) intended to be exempt from registration under the Act pursuant to Section 4(a)(2) of the Act or another available exemption. The Additional Placement Warrants and the Common Stock Ordinary Shares issuable upon exercise of the Additional Placement Warrants are hereinafter referred to collectively as the “Additional Placement Securities.” Each Additional Placement Warrant shall be identical to the warrants included Except as part of the Units sold disclosed in the Offering except that the Additional Placement Warrants shall be non-redeemable by the Company and may be exercised for cash or on a cashless basisRegistration Statement, as described in the Prospectus, in each case so long as the Additional Placement Warrants continue to be held by the initial purchasers of the Additional Placement Warrants or their permitted transferees (as described in the Subscription Agreement and the Warrant Agreement (as defined in Section 2.22 hereof)). There there will be no placement agent in the Additional Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Additional Placement Securities.

Additional Placement Warrants. Simultaneously with the Option Closing, Sponsor the Co-Sponsors shall purchase from the Company pursuant to the Subscription Warrants Purchase Agreement (as defined in Section 2.23.2 hereof) an additional number of warrants (up to a maximum of 900,000 506,250 warrants in the aggregate), pro rata with the percentage of the Over-allotment Option exercised by the Representative, so that at least $10.10 10.00 per Unit sold to the public in the Offering is held in trust regardless of whether the over-allotment option is exercised in full or part (the “Additional Placement Warrants”), at a purchase price of $0.50 1.00 per Additional Placement Warrant in a private placement (the “Additional Private Placement”). The Additional Placement Warrants and the Common Stock issuable upon exercise of the Additional Placement Warrants are hereinafter referred to collectively as the “Additional Placement Securities.” Each Additional Placement Warrant shall be identical to the warrants included as part of the Units sold in the Offering except that the Additional Placement Warrants shall be non-redeemable by the Company and may be exercised for cash or on a cashless basis, as described in the Prospectus, in each case so long as the Additional Placement Warrants continue to be held by the initial purchasers of the Additional Placement Warrants or their permitted transferees (as described in the Subscription Agreement Warrants Purchase Agreements and the Warrant Agreement (as defined in Section 2.22 hereof)). There will be no placement agent in the Additional Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Additional Placement Securities.

Additional Placement Warrants. Simultaneously with the Option Closing, Sponsor the Co-Sponsors shall purchase from the Company pursuant to the Subscription Warrants Purchase Agreement (as defined in Section 2.23.2 hereof) an additional number of warrants (up to a maximum of 900,000 6,153,125 warrants in the aggregate), pro rata with the percentage of the Over-allotment Option exercised by the Representative, so that at least $10.10 10.00 per Unit sold to the public in the Offering is held in trust regardless of whether the over-allotment option is exercised in full or part (the “Additional Placement Warrants”), at a purchase price of $0.50 1.00 per Additional Placement Warrant in a private placement (the “Additional Private Placement”). The Additional Placement Warrants and the Common Stock issuable upon exercise of the Additional Placement Warrants are hereinafter referred to collectively as the “Additional Placement Securities.” Each Additional Placement Warrant shall be identical to the warrants included as part of the Units sold in the Offering except that the Additional Placement Warrants shall be non-redeemable by the Company and may be exercised for cash or on a cashless basis, as described in the Prospectus, in each case so long as the Additional Placement Warrants continue to be held by the initial purchasers of the Additional Placement Warrants or their permitted transferees (as described in the Subscription Agreement Warrants Purchase Agreements and the Warrant Agreement (as defined in Section 2.22 hereof)). There will be no placement agent in the Additional Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Additional Placement Securities. For the avoidance of doubt, the Additional Placement Warrants will comply with the requirements of the FINRA Rule 5110(g)(8)(A).

Additional Placement Warrants. Simultaneously with the Option Closing, the Sponsor shall purchase from the Company pursuant to the Subscription Agreement Agreements (as defined in Section 2.23.2 hereof) an additional number of warrants units (up to a maximum of 900,000 warrants 262,500 additional units in the aggregate), pro rata with the percentage of the Over-allotment Option exercised by the Representative, so that at least $10.10 10.00 per Unit sold to the public in the Offering is held in trust regardless of whether the over-allotment option is exercised in full or part (the “Additional Placement Warrants”), at a purchase price of $0.50 10.00 per Additional Placement Warrant in a private placement (the “Additional Private Placement”). The Additional Placement Warrants and the Common Stock Ordinary Shares issuable upon the exercise of the Additional Placement Warrants are hereinafter referred to collectively as the “Additional Placement Securities.” Each Additional Placement Warrant shall be identical to the warrants included as part of the Units Warrants sold in the Offering except that the Additional Placement Warrants shall be non-redeemable by the Company and may be exercised for cash or on a cashless basis, as described in the Prospectus, in each case so long as the Additional Placement Warrants continue to be held by the initial purchasers of the Additional Placement Warrants or their permitted transferees (as described in the Subscription Agreement and the Warrant Agreement (as defined in Section 2.22 hereof)). There will be no placement agent in the Additional Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Additional Placement Securities.

Additional Placement Warrants. Simultaneously with Immediately prior to the Option Closing, the Sponsor shall purchase from the Company pursuant to the Subscription Agreement (as defined in Section 2.23.2 hereof) an additional number of warrants Placement Warrants (up to a maximum of 900,000 warrants in the aggregate), 971,250 Placement Warrants) pro rata with the percentage amount of the Over-allotment Option exercised by the Representative, Representative so that at least $10.10 10.175 per Firm Unit and Option Unit sold to the public in the Offering is held in trust regardless of whether the overOver-allotment option Option is exercised in full or part (the “Additional Placement Warrants”), at a purchase price of $0.50 1.00 per Additional Placement Warrant in a private placement (the “Additional Private Placement”). The Additional Placement Warrants and the Common Stock issuable upon exercise of Class A Ordinary Shares underlying the Additional Placement Warrants are hereinafter referred to collectively as the “Additional Placement Securities.” Each Additional Placement Warrant shall be identical to the warrants included Except as part of the Units sold disclosed in the Offering except that the Additional Placement Warrants shall be non-redeemable by the Company and may be exercised for cash or on a cashless basisRegistration Statement, as described in the Prospectus, in each case so long as the Additional Placement Warrants continue to be held by the initial purchasers of the Additional Placement Warrants or their permitted transferees (as described in the Subscription Agreement and the Warrant Agreement (as defined in Section 2.22 hereof)). There there will be no placement agent in the Additional Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities. The Subscription Agreement shall state that the Sponsor has agreed to waive its redemption rights with respect to the Additional Placement SecuritiesSecurities in connection with the completion of the initial Business Combination and (ii) to waive its rights to liquidating distributions from the trust account with respect to the Additional Placement Securities if the Company fails to complete the initial Business Combination within 15 months from the closing of the Offering (or up to 21 months from the closing of this Offering if the Company extends the period of time to consummate an initial Business Combination by the full amount of time).