Common use of Duration of Warrants Clause in Contracts

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 23 contracts

Samples: Warrant Agreement (Churchill Capital Corp II), Warrant Agreement (Churchill Capital Corp VI), Warrant Agreement (Churchill Capital Corp VII)

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Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant, except as set forth in Section 6 below) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption, except as set forth in Section 6 below) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 21 contracts

Samples: Warrant Agreement (Hennessy Capital Investment Corp. VI), Warrant Agreement (Silverman Acquisition Corp I), Warrant Agreement (Hennessy Capital Investment Corp. VI)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and terminating on the earliest to occur of: (Bx) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (yz) other than with respect to the Private Placement Warrants and the Working Capital Warrants, 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant or a Working Capital Warrant) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant or a Working Capital Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 17 contracts

Samples: Warrant Agreement (VPC Impact Acquisition Holdings III, Inc.), Form of Warrant Agreement (Prospector Capital Corp.), Warrant Agreement (Colonnade Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of (x) 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or its Permitted Transferees, 5:00 p.m., New York city time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or its Permitted Transferees) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant or its Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 13 contracts

Samples: Warrant Agreement (Catalyst Partners Acquisition Corp.), Warrant Agreement (Empower Ltd.), Warrant Agreement (Catalyst Partners Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant, except as set forth in Section 6 below) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption, except as set forth in Section 6 below) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 10 contracts

Samples: Warrant Agreement (Nebula Caravel Acquisition Corp.), Warrant Agreement (TWC Tech Holdings II Corp.), Warrant Agreement (Galliot Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company Company’s trust account in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 8 contracts

Samples: Warrant Agreement (Stellar Acquisition III Inc.), Warrant Agreement (Stellar Acquisition III Inc.), Warrant Agreement (Hennessy Capital Acquisition Corp II)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and terminating on the earlier to occur of: (Bx) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (yz) other than with respect to the Private Placement Warrants and the Working Capital Warrants, at 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant or a Working Capital Warrant) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant or a Working Capital Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 8 contracts

Samples: Warrant Agreement (HH&L Acquisition Co.), Form of Warrant Agreement (CITIC Capital Acquisition Corp.), Form of Warrant Agreement (CITIC Capital Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after from the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and or (y) other than with respect to the Private Placement Warrants, Working Capital Warrants, or the Extension Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant, Working Capital Warrant, or Extension Warrant held by the Sponsor Warrant or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among applied consistently to all of the Warrants.

Appears in 8 contracts

Samples: Warrant Agreement (Future Tech II Acquisition Corp.), Warrant Agreement (Liberty Resources Acquisition Corp.), Warrant Agreement (PHP Ventures Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time time, on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the commencement of the winding up and liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and or (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants to the extent then held by the original purchasers thereof or their Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) Warrant or a Working Capital Warrant to the extent then held by the original purchasers thereof or their Permitted Transferees in the event of a redemption (as set forth in Section 6 hereof)), each outstanding Warrant (other than a Sponsor Private Placement Warrant or a Working Capital Warrant to the extent then held by the original purchasers thereof or their Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 7 contracts

Samples: Warrant Agreement (Figure Acquisition Corp. I), Warrant Agreement (Broadscale Acquisition Corp.), Warrant Agreement (Figure Acquisition Corp. I)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s third amended and restated certificate of incorporationincorporation (the “Charter”), as amended from time to time, if the Company fails to consummate complete a Business Combination, and Combination or (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in or a Working Capital Warrant held by the event Sponsor, or any officers or directors of a redemptionthe Company, or their Permitted Transferees) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 7 contracts

Samples: Warrant Agreement (Live Oak Acquisition Corp), Warrant Agreement (Recharge Acquisition Corp.), Warrant Agreement (Kludein I Acquisition Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after from the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and or (y) other than with respect to the Private Placement Warrants, Working Capital Warrants, or the Extension Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant, Working Capital Warrant, or Extension Warrant held by the Sponsor Warrant or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 6 contracts

Samples: Warrant Agreement (Data Knights Acquisition Corp.), Warrant Agreement (Data Knights Acquisition Corp.), Warrant Agreement (Data Knights Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is of thirty (30) days after from the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or other similar transaction, involving the Company and business combination with one or more businesses or entities (a “Business Combination”), ) (as described more fully in the Registration Statement) and (ii) the date that is twelve (12) months from the date of the closing of the Public Offering, and terminating on the earlier to occur of (Bi) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after from the date on which the Company completes consummates its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (yii) other than with respect to the Private Placement WarrantsWarrants and Working Capital Warrants then held by the initial recipients thereof or their respective Permitted Transferees with respect to a redemption pursuant to Section 6.1.1 hereof (an “Inapplicable Redemption”), at 5:00 p.m., New York City time on the Redemption Date (as defined below) Date, as provided in Section 6.2 hereof of this Agreement and (iii) the liquidation of the Company (“Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. The period of time from the date the Warrants will first become exercisable until the expiration of the Warrants shall hereafter be referred to as the “Exercise Period.” Except with respect to the right to receive the $18.00 Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in or the event of a redemption $10.00 Redemption Price (as set forth in Section 6 hereofhereunder), as applicable (other than with respect to an Inapplicable Redemption), each Warrant (other than a Sponsor Private Warrant or Working Capital Warrant in the event of a redemptionan Inapplicable Redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, registered holders and, provided further that any such extension shall be identical in duration among applied consistently to all of the Warrants.

Appears in 6 contracts

Samples: Warrant Agreement (Advanced Merger Partners, Inc.), Warrant Agreement (Advanced Merger Partners, Inc.), Warrant Agreement (Golden Falcon Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, incorporation as amended from time to time, if the Company fails to consummate complete a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 6 contracts

Samples: Warrant Agreement (ProFrac Holding Corp.), Warrant Agreement (Conyers Park Acquisition Corp.), Warrant Agreement (Matlin & Partners Acquisition Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses or assets (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating on the earlier to occur of: (a) at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xb) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (yc) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor, an affiliate of the Sponsor, any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof and (d) the Alternative Redemption Date (as defined below) (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (other than with respect to a Private Placement Warrantas defined below) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant or a Working Capital Warrant held by the Sponsor, an affiliate of the Sponsor, any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days days’ prior written notice of any such extension to Registered Holders of the Warrants; provided, andfurther, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 6 contracts

Samples: Warrant Agreement (Tishman Speyer Innovation Corp. II), Warrant Agreement (RXR Acquisition Corp.), Warrant Agreement (TS Innovation Acquisitions Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of (x) 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate a Business Combination, Combination and (yz) other than with respect to the Private Placement WarrantsWarrants and the Forward Purchase Warrants then held by the Sponsor or the Forward Purchasers thereof or their Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof or, if the last reported sale price of the Ordinary Shares for any twenty (20) trading days within the thirty (30) trading-day period ending on the third trading day prior to the date on which the notice of redemption is sent to the holders of the Warrants equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), or Section 6.2 hereof, 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or a Forward Purchase Warrant then held by the Sponsor or the Forward Purchasers thereof or their Permitted Transferees in connection with a redemption pursuant to Section 6.1 hereof or, if the last reported sales price of our Ordinary Shares for any twenty (20) trading days within a thirty (30) trading day period ending on the third trading day prior to the date on which we send the notice of redemption to the holders of the Warrants equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof), in the event of a redemption (as set forth in Section 6 6.1 and Section 6.2 hereof), each Warrant (other than with respect to a Private Placement Warrant or a Forward Purchase Warrant then held by the Sponsor Warrant or the Forward Purchasers thereof or their Permitted Transferees in connection with a redemption pursuant to Section 6.1 hereof or, if the event last reported sales price of our Ordinary Shares for any twenty (20) trading days within a redemptionthirty (30) trading day period ending on the third trading day prior to the date on which we send the notice of redemption to the holders of the Warrants equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 6 contracts

Samples: Warrant Agreement (TPG Pace Tech Opportunities Corp.), Warrant Agreement (TPG Pace Tech Opportunities Corp.), Warrant Agreement (TPG Pace Beneficial Finance Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and or (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or its permitted transferees, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or its Permitted Transferees) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Warrant then held by the Sponsor Warrant or its permitted transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 6 contracts

Samples: Warrant Agreement (Far Point Acquisition Corp), Warrant Agreement (Far Point Acquisition Corp), Warrant Agreement (Mason Industrial Technology, Inc.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) 30 days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date completion of the closing of the Offering, Company’s initial business combination and (B) terminating at 5:00 p.m., New York City time time, on the earlier to occur of: of (wi) (A) five years following the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation completion of the Company in accordance with the Company’s certificate of incorporation, as amended from time initial business combination with respect to time, if the Company fails to consummate a Business CombinationPublic Warrants, and (yB) other than five years from the effective date of the Registration Statement with respect to the Private Placement WarrantsWarrants purchased by Chardan NexTech 2 Warrant Holdings LLC, provided that once the Private Warrants are not beneficially owned, directly or indirectly, by Chardan Capital Markets, LLC or any of its related persons anymore, the Redemption Date Private Warrants may not be exercised five years following the completion of the Company’s initial business combination, and (as defined belowii) the date fixed for redemption of the Warrants as provided in Section 6.2 hereof 6 of this Warrant Agreement (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereofhereunder), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Warrant Agreement shall cease at 5:00 p.m. New York City time the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company shall (i) may not extend the duration of the Private Warrants by delaying the Expiration Date and (ii) will provide at least twenty (20) days prior written notice of any such extension not less than 20 days to Registered Holders of the Warrants, and, provided further such extension and that any such extension shall be identical in duration among all of the then outstanding Warrants.

Appears in 6 contracts

Samples: Warrant Agreement (Chardan NexTech Acquisition 2 Corp.), Warrant Agreement (Chardan NexTech Acquisition 2 Corp.), Warrant Agreement (Chardan NexTech Acquisition 2 Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and or (y) other than with respect to the Private Placement WarrantsWarrants and Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant or a Working Capital Warrant held by the Sponsor Warrant or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 6 contracts

Samples: Warrant Agreement (Mallard Acquisition Corp.), Warrant Agreement (Amplitude Healthcare Acquisition Corp), Warrant Agreement (Mallard Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further provided, further, that any such extension shall be identical in duration among all the Warrants.

Appears in 5 contracts

Samples: Warrant Agreement (Apollo Strategic Growth Capital II), Warrant Agreement (Apollo Strategic Growth Capital II), Warrant Agreement (Apollo Strategic Growth Capital)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporationincorporation (the “Charter”), as amended from time to time, if the Company fails to consummate complete a Business Combination, and Combination or (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor, I-Bankers, or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant or a Working Capital Warrant held by the Sponsor, I-Bankers, or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants. Notwithstanding the foregoing, the Expiration Date of the Private Placement Warrants held by I-Bankers shall not exceed five (5) years from the effective date of the Registration Statement.

Appears in 5 contracts

Samples: Warrant Agreement (Isleworth Healthcare Acquisition Corp.), Warrant Agreement (Breeze Holdings Acquisition Corp.), Warrant Agreement (Breeze Holdings Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) and, in either case, terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants held by the Sponsor, the Redemption Date (as defined below) as provided in Section 6.3 hereof, or (z) the Alternative Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or Working Capital Warrant then held by the Sponsor or its Permitted Transferees) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant or Working Capital Warrant then held by the Sponsor Warrant or its Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 5 contracts

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

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes an acquisition, engages in a merger, share exchange, asset acquisitionshare reconstruction and amalgamation or contractual control arrangement with, share purchasepurchases all or substantially all of the assets or, reorganization or engages in any other similar transaction, involving the Company and business combination with one or more businesses or assets (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, or if the Company fails to consummate a Business CombinationCombination 24 months from the closing of the Offering, and or (yz) other than with respect to the Private Placement Sponsor Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Sponsor Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 4 contracts

Samples: Warrant Agreement (Infinity China 1 Acquisition Corp), Warrant Agreement (Infinity China 2 Acquisition Corp), Warrant Agreement (Infinity China 1 Acquisition Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a mergeran initial acquisition, share exchange, asset acquisitionshare reconstruction and amalgamation or contractual control arrangement with, share purchaseor purchase of, reorganization all or substantially all of the assets of, or engaging in any other similar transactionbusiness combination with, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, or if the Company fails to consummate a Business CombinationCombination on or prior to the 18 month anniversary of the closing of the Offering, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise exercisability of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective post-effective amendment or new registration statementstatement and current prospectus in respect of the Ordinary Shares underlying the Public Warrants; and, provided, further, that the Underwriter Warrants, for so long as such Warrants are held by the Underwriter Investors, may not be exercised after the five year anniversary of the effective date of the Registration Statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemptionPlacement Warrant) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to the Registered Holders of the Warrants, and, ; and provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 4 contracts

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

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 4 contracts

Samples: Warrant Agreement (Crescent Funding Inc.), Warrant Agreement (Crescent Acquisition Corp), Warrant Agreement (Crescent Funding Inc.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 4 contracts

Samples: Warrant Agreement (Eagle Acquisition Corp.), Warrant Agreement (Colony Global Acquisition Corp.), Warrant Agreement (Eagle Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes an acquisition, engages in a merger, share exchange, asset acquisitionshare reconstruction and amalgamation or contractual control arrangement with, share purchasepurchases all or substantially all of the assets or, reorganization or engages in any other similar transaction, involving the Company and business combination with one or more businesses or entities (a “Business Combination”), and ) or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five three (53) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, or if the Company fails to consummate a Business CombinationCombination 18 months from the closing of the Offering (or 21 month of the closing of the Offering) if a definitive agreement is executed within 18 months from the closing of the Offering but a Business Combination has not been consummated within such period), and or (yz) other than with respect to the Private Placement Insider Warrants and the Repurchased Public Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement an Insider Warrant or Repurchased Public Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Insider Warrant or a Repurchased Public Warrants in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 4 contracts

Samples: Warrant Agreement (Infinity Cross Border Acquisition Corp), Warrant Agreement (Infinity Cross Border Acquisition Corp), Warrant Agreement (Infinity Cross Border Acquisition Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: to occur of (ia) the date that is thirty (30) days after the first date on which consummation by the Company completes of a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and or (iib) the date that is twelve [_______], 2011 (12) months one year from the date of the closing of the Public Offering, ) and terminating on the earlier of (Bi) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after year anniversary of the date on which the Company completes its initial consummation of a Business Combination, (xii) the liquidation of the Trust Account (as defined in that certain Investment Management Trust Agreement, dated as of the date hereof, by and between the Company in accordance with and the Company’s certificate of incorporation, Warrant Agent as amended from time to time, trustee thereunder) if the Company fails to consummate has not completed a Business CombinationCombination within the required time periods set forth in the Registration Statement, and (yiii) other than with respect to the Private Placement Warrants, their redemption and (iv) solely with respect to the Redemption Date Placement Warrants being purchased by the Underwriters, five (as defined below5) as provided in Section 6.2 hereof years from the effective date of the Registration Statement (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereofhereunder), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least Date upon not less than twenty (20) days prior written notice of any such extension to the Registered Holders of an identical modification for all of the Warrants, and, provided further that any such extension shall be identical in duration among all the Warrantswarrants.

Appears in 4 contracts

Samples: Warrant Agreement (Arcade China Acquisition Corp), Warrant Agreement (Arcade China Acquisition Corp), Warrant Agreement (Arcade China Acquisition Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (ia) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (iib) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporationincorporation (the “Charter”), as amended from time to time, if the Company fails to consummate complete a Business Combination, and Combination or (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1 (or in certain circumstances in Section 6.2), the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in or a Working Capital Warrant held by the event Sponsor, or any officers or directors of a redemptionthe Company, or their Permitted Transferees) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 4 contracts

Samples: Warrant Agreement (Live Oak Crestview Climate Acquisition Corp.), Warrant Agreement (Live Oak Crestview Climate Acquisition Corp.), Warrant Agreement (Live Oak Mobility Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporationincorporation (the “Charter”), as amended from time to time, if the Company fails to consummate complete a Business Combination, and Combination or (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor, the Underwriter or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in or a Working Capital Warrant held by the event Sponsor, the Underwriter or any officers or directors of a redemptionthe Company, or their Permitted Transferees) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 4 contracts

Samples: Warrant Agreement (Mudrick Capital Acquisition Corp. II), Warrant Agreement (Mudrick Capital Acquisition Corp. II), Warrant Agreement (Z-Work Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier earliest to occur of: (wx) 5:00 P.M., New York City time, on the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or any of its Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section hereof), Section 6.2 hereof (each, an “Inapplicable Redemption”), 5:00 P.M., New York City time, on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrantan Inapplicable Redemption) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant held by the Sponsor Warrant or any of its Permitted Transferees in the event of a redemptionan Inapplicable Redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The term “outstanding” as used in this Agreement with respect to any securities shall mean securities that are issued and outstanding. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 4 contracts

Samples: Warrant Agreement (Hony Capital Acquisition Corp.), Warrant Agreement (TLGY Acquisition Corp), Warrant Agreement (TLGY Acquisition Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share consolidation, capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transaction, involving the Company and business combination with one or more businesses or entities (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating upon the earliest to occur of (x) at 5:00 p.m., New York City time time, on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporationincorporation (as further amended, as amended supplemented or otherwise modified from time to time, the “Certificate of Incorporation”), if the Company fails to consummate a Business Combination, Combination and (yz) other than with respect to the Private Placement Warrantsat 5:00 p.m., New York City time, on the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof6), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants; provided, andfurther, provided further that any such extension shall be identical in duration among all of the Warrants.

Appears in 4 contracts

Samples: Public Warrant Agreement (KnightSwan Acquisition Corp), Public Warrant Agreement (KnightSwan Acquisiton Corp), Public Warrant Agreement (KnightSwan Acquisition Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 4 contracts

Samples: Warrant Agreement (ROI Acquisition Corp. II), Warrant Agreement (GP Investments Acquisition Corp.), Warrant Agreement (GP Investments Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate 's amended and restated memorandum and articles of incorporation, association (as amended from time to time, ) (the “Memorandum and Articles”) if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or its Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or a Permitted Transferee) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant in the event of or a redemptionPermitted Transferee) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 4 contracts

Samples: Warrant Agreement (Queen's Gambit Growth Capital II), Warrant Agreement (Queen's Gambit Growth Capital), Warrant Agreement (Queen's Gambit Growth Capital)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time time, on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (y) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor, the Anchor Investors or their respective Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 6.03 hereof or (z) the Alternative Redemption Date (as defined below) as provided in Section 6.03 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, 3.03(b) below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor, the Anchor Investors or their respective Permitted Transferees) in the event of a redemption (as set forth in Section 6 Article VI hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant held by the Sponsor, the Anchor Investors or their respective Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that (1) the Company shall provide at least twenty (20) days days’ prior written notice of any such extension to Registered Holders of the Warrants, and, provided further Warrants and (2) that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

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

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company Company’s trust account in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (I-Am CAPITAL ACQUISITION Co), Warrant Agreement (I-Am CAPITAL ACQUISITION Co), Warrant Agreement (I-Am CAPITAL ACQUISITION Co)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating upon the earliest to occur of: (x) at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, Combination and (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants held by the Sponsor or a permitted Transferee, at 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 hereof 6.3 (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or a Working Capital Warrant then held by the Sponsor or a Permitted Transferee) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant or a Working Capital Warrant then held by the Sponsor Warrant in the event of or a redemptionPermitted Transferee) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further provided, further, that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (Simon Property Group Acquisition Holdings, Inc.), Warrant Agreement (Simon Property Group Acquisition Holdings, Inc.), Warrant Agreement (Simon Property Group Acquisition Holdings, Inc.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (Avista Healthcare Public Acquisition Corp.), Warrant Agreement (Avista Healthcare Public Acquisition Corp.), Warrant Agreement (Avista Healthcare Public Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or its Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, hereof with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a the Private Placement Warrant) Warrants then held by the Sponsor or its Permitted Transferees ), in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a with respect to the Private Placement Warrants then held by the Sponsor Warrant in the event of a redemptionor its Permitted Transferees) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (Spartan Acquisition Corp. III), Warrant Agreement (Spartan Acquisition Corp. III), Warrant Agreement (Spartan Acquisition Corp. III)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after following the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and or (y) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant, Working Capital Warrant or an Extension Warrant held by the Sponsor Warrant or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (Global Consumer Acquisition Corp), Warrant Agreement (Global Consumer Acquisition Corp), Warrant Agreement (Global Consumer Acquisition Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes an acquisition, engages in a merger, share exchange, asset acquisitionshare reconstruction and amalgamation or contractual control arrangement with, share purchasepurchases all or substantially all of the assets of, reorganization or engages in any other similar transaction, involving the Company and business combination with one or more businesses or assets (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, or if the Company fails to consummate a Business CombinationCombination 24 months from the closing of the Offering, and or (yz) other than with respect to the Private Placement Sponsor Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Sponsor Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (Blue Wolf Mongolia Holdings Corp.), Warrant Agreement (Azteca Acquisition Corp), Warrant Agreement (ROI Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of (x) 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants and the Loan Warrants then held by the Sponsor or its Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof, 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or a Loan Warrant then held by the Sponsor or its Permitted Transferees in connection with a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Placement Warrant or Loan Warrant then held by the Sponsor Warrant or its Permitted Transferees in the event of a redemptionredemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants. Notwithstanding anything contained in this Agreement to the contrary, so long as the Placement Warrants held by the Underwriters are held by the Underwriters or their designees or affiliates, such Placement Warrants may not be exercised after five years from the effective date of the Registration Statement.

Appears in 3 contracts

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

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, Combination and (yz) other than with respect to the Private Placement Warrants and the Working Capital Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant or a Working Capital Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant or a Working Capital Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further provided, further, that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (Monument Circle Acquisition Corp.), Warrant Agreement (Monument Circle Acquisition Corp.), Warrant Agreement (Monument Circle Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time time, on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and or (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or any of its Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or any of its Permitted Transferees) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant held by the Sponsor Warrant or any of its Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (Replay Acquisition Corp.), Warrant Agreement (Replay Acquisition Corp.), Warrant Agreement (Finance of America Companies Inc.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and terminating on the earlier to occur of: (iix) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants and Working Capital Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant or a Working Capital Warrant) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant or a Working Capital Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (B. Riley Principal 250 Merger Corp.), Warrant Agreement (B. Riley Principal 250 Merger Corp.), Warrant Agreement (B. Riley Principal 250 Merger Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) 5:00 p.m. New York City time on the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to timetime (the “Charter”), if the Company fails to consummate a Business Combination, and or (y) other than with respect to the Private Placement Warrants, 5:00 p.m. New York City time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”) or (z) the Alternative Redemption Date (as defined below); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (SC Health Corp), Warrant Agreement (Rockley Photonics Holdings LTD), Warrant Agreement (SC Health Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.3 hereof and (z) the Alternative Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

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

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing effective date of the OfferingRegistration Statement, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and or (yz) other than with respect to the Private Placement WarrantsWarrants and Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or Working Capital Warrant then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees pursuant to Section 6.1 hereof) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant or a Working Capital Warrant held by the Sponsor Warrant or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption pursuant to Section 6.1 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (Yunhong International), Warrant Agreement (Yunhong International), Warrant Agreement (Yunhong International)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a liquidation, merger, share stock exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement Sponsor Warrants, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof or (z) the Alternative Redemption Date (as defined below) (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (as defined below) (other than with respect to a Private Placement Sponsor Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, and the Warrant Agent, and, provided further that any such extension shall be identical in duration among all the Warrants. The Warrant Agent will not be deemed to have any knowledge of an Expiration Date as set forth herein unless and until it has received written notice of such expiration date from the Company.

Appears in 3 contracts

Samples: Warrant Agreement (Vertiv Holdings Co), Warrant Agreement (GS Acquisition Holdings Corp), Warrant Agreement (GS Acquisition Holdings Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) and, in either case, terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.3 hereof, or (z) the Alternative Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (Warrior Technologies Acquisition Co), Warrant Agreement (Warrior Technologies Acquisition Co), Warrant Agreement (Warrior Technologies Acquisition Co)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended and/or restated from time to timetime (the “Memorandum and Articles”), if the Company fails to consummate complete a Business Combination, and Combination or (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or the Underwriter or any officers or directors of the Company, or any of their respective Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 hereof 6.3 (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof6), each outstanding Warrant (other than a Sponsor Private Placement Warrant in or a Working Capital Warrant held by the event Sponsor, the Underwriter or any officers or directors of a redemptionthe Company, or any of their respective Permitted Transferees) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (Genesis Park Acquisition Corp.), Warrant Agreement (Genesis Park Acquisition Corp.), Warrant Agreement (Genesis Park Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporationincorporation (the “Charter”), as amended from time to time, if the Company fails to consummate complete a Business Combination, and Combination or (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1 (or in certain circumstances in Section 6.2), the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in or a Working Capital Warrant held by the event Sponsor, or any officers or directors of a redemptionthe Company, or their Permitted Transferees) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

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

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of: (x) at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporationCharter, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or its Permitted Transferee, as applicable, with respect to a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof (each, an “Inapplicable Redemption”), at 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrantan Inapplicable Redemption)) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant or a Working Capital Warrant then held by the Sponsor Warrant or its Permitted Transferees, as applicable, in the event of a redemptionan Inapplicable Redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty thirty (2030) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (APx Acquisition Corp. I), Warrant Agreement (APx Acquisition Corp. I), Warrant Agreement (APx Acquisition Corp. I)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) 5:00 p.m., New York City time on the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement WarrantsSponsor Warrants then held by the Sponsor or its Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantSponsor Warrant then held by the Sponsor or its Permitted Transferees) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in then held by the event of a redemptionSponsor or its Permitted Transferees) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (Stratim Cloud Acquisition Corp.), Warrant Agreement (Stratim Cloud Acquisition Corp.), Warrant Agreement (Stratim Cloud Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporationincorporation (the “Charter”), as amended from time to time, if the Company fails to consummate complete a Business Combination, and Combination or (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in or a Working Capital Warrant held by the event Sponsor, or any officers or directors of a redemptionthe Company, or their Permitted Transferees) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 3 contracts

Samples: Warrant Agreement (MedTech Acquisition Corp), Warrant Agreement (MedTech Acquisition Corp), Warrant Agreement (Memic Innovative Surgery Ltd.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Double Eagle Acquisition Corp.), Warrant Agreement (Double Eagle Acquisitions Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (Aa) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (Bb) terminating at 5:00 p.m., New York City time time, on the earlier to occur of: (wv) other than with respect to the Private Placement Warrants and the Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees, the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xw) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended and/or restated from time to time, if the Company fails to consummate complete a Business Combination, and (yx) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 hereof 6.5 hereof, (y) solely with respect to the Private Placement Warrants and the Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees, 5:00 p.m., New York City time, on the date that is five (5) years after the effective date of the Registration Statement, and (z) the Alternative Redemption Date (as defined below) (such earlier date or time, the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (other than with respect to a Private Placement Warrant) as defined below), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant or a Working Capital Warrant held by the Sponsor Warrant any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

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

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporationincorporation (the “Charter”), as amended from time to time, if the Company fails to consummate complete a Business Combination, and Combination or (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant or a Working Capital Warrant held by the Sponsor Warrant or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (American Acquisition Opportunity Inc.), Warrant Agreement (American Acquisition Opportunity Inc.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (y) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 6.5 hereof and (z) the Alternative Redemption Date (as defined below) (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (other than with respect to a Private Placement Warrant) as defined below), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant or a Working Capital Warrant held by the Sponsor Warrant any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (DiamondHead Holdings Corp.), Warrant Agreement (DiamondHead Holdings Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Saban Capital Acquisition Corp.), Warrant Agreement (Saban Capital Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of (x) 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) 5:00 p.m., New York City time on, other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or its Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or its Permitted Transferees) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant or its Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (ACE Convergence Acquisition Corp.), Warrant Agreement (ACE Convergence Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes an acquisition, engages in a merger, share exchange, asset acquisitionshare reconstruction and amalgamation or contractual control arrangement with, share purchasepurchases all or substantially all of the assets of, reorganization or engages in any other similar transaction, involving the Company and business combination with one or more businesses or assets (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, or if the Company fails to consummate a Business CombinationCombination 21 months from the closing of the Offering, and or (yz) other than with respect to the Private Placement Sponsor Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Sponsor Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (ROI Acquisition Corp.), Warrant Agreement (Blue Wolf Mongolia Holdings Corp.)

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Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) and, in either case, terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement WarrantsWarrants held by the Sponsor, the Redemption Date (as defined below) as provided in Section 6.3 hereof, or (z) the Alternative Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or any Permitted Transferees of the Sponsor) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant or any Permitted Transferees of the Sponsor in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Mercury Ecommerce Acquisition Corp), Warrant Agreement (Mercury Ecommerce Acquisition Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Pace Holdings Corp.), Warrant Agreement (Pace Holdings Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time time, on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company Company‘s trust account in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Sponsor Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Sponsor Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Landcadia Holdings, Inc.), Warrant Agreement (Landcadia Holdings, Inc.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporationincorporation (the “Charter”), as amended from time to time, if the Company fails to consummate complete a Business Combination, and Combination or (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor, the Anchor Investors, or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant or a Working Capital Warrant held by the Sponsor, the Anchor Investors, or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants. Notwithstanding the foregoing, the Expiration Date of any Working Capital Warrants held by Sponsor shall not exceed five (5) years from the effective date of the Registration Statement.

Appears in 2 contracts

Samples: Warrant Agreement (Good Works Acquisition Corp.), Warrant Agreement (Good Works Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (Ai) commencing on the later of: (ia) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (iib) the date that is twelve (12) months from the date of the closing of the Offering, and (Bii) terminating at the earlier to occur of: (a) 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xb) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (yc) other than with respect to the Private Placement WarrantsSponsor Warrants then held by the Sponsor or its Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantSponsor Warrant then held by the Sponsor or its Permitted Transferees) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in then held by the event of a redemptionSponsor or its Permitted Transferees) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Berenson Acquisition Corp. I), Warrant Agreement (Berenson Acquisition Corp. I)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes an acquisition, engages in a merger, share exchange, asset acquisitionshare reconstruction and amalgamation or contractual control arrangement with, share purchasepurchases all or substantially all of the assets or, reorganization or engages in any other similar transaction, involving the Company and business combination with one or more businesses or assets (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, or if the Company fails to consummate a Business CombinationCombination 21 months from the closing of the Offering (or 24 months from the closing of the Offering if a letter of intent or definitive agreement relating to a prospective business combination is executed before the 21-month period ends), and or (yz) other than with respect to the Private Placement Sponsor Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Sponsor Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Global Cornerstone Holdings LTD), Warrant Agreement (Global Cornerstone Holdings LTD)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants and the Working Capital Warrants to the extent then held by the original purchasers thereof or their Permitted Transferees or with respect to the Representative Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Notwithstanding the foregoing, the Representative Warrants may not be exercised following the fifth anniversary of the commencement date of sales in the Offering. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Representative Warrant or a Private Placement Warrant or a Working Capital Warrant) to the extent then held by the original purchasers thereof or their Permitted Transferees in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Representative Warrant or a Private Placement Warrant or a Working Capital Warrant to the extent then held by the original purchasers thereof or their Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further provided, further, that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Financial Strategies Acquisition Corp.), Warrant Agreement (Financial Strategies Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time time, on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended and/or restated from time to timetime (the “Charter”), if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants to the extent then held by the Sponsor or any officers or directors of the Company, or their respective Permitted Transferees, with respect to a redemption pursuant to Section 6.1 or Section 6.2 hereof, 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) Warrant to the extent then held by the Sponsor or any officers or directors of the Company, or their respective Permitted Transferees in connection with a redemption pursuant to Section 6.1 or Section 6.2 hereof, in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant to the extent then held by the original purchasers thereof or their Permitted Transferees in the event of a redemption) redemption pursuant to Section 6.1 or Section 6.2 hereof, not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

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

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, incorporation as amended from time to time, if the Company fails to consummate complete a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Kayne Anderson Acquisition Corp), Warrant Agreement (Kayne Anderson Acquisition Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, Combination and (yz) other than with respect to the Private Placement Warrants, the Working Capital Warrants and the Forward Purchase Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant, a Working Capital Warrant or a Forward Purchase Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant, a Working Capital Warrant or a Forward Purchase Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further provided, further, that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

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

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar transaction, business combination involving the Company and one or more businesses or entities (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time time, on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and or (yz) other than with respect to the Private Placement WarrantsWarrants or the Working Capital Warrants to the extent then held by the original purchasers thereof or their Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof, 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or a Working Capital Warrant to the extent then held by the original purchasers thereof or their Permitted Transferees in connection with a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant or a Working Capital Warrant to the extent then held by the original purchasers thereof or their Permitted Transferees in the event of a redemptionredemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

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

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Gores Holdings, Inc.), Warrant Agreement (Gores Holdings, Inc.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s third amended and restated certificate of incorporationincorporation (the “Charter”), as amended from time to time, if the Company fails to consummate complete a Business Combination, and Combination or (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1 (or in certain circumstances in Section 6.2), the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in or a Working Capital Warrant held by the event Sponsor, or any officers or directors of a redemptionthe Company, or their Permitted Transferees) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Live Oak Acquisition Corp II), Warrant Agreement (Live Oak Acquisition Corp II)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of: (x) 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants and Working Capital Warrants then held by the Sponsor or any of its Permitted Transferees, with respect to a redemption pursuant to Section 6.1 hereof, at 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or a Working Capital Warrant held by the Sponsor or any of its Permitted Transferees in connection with a redemption pursuant to Section 6.1 hereof) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant or a Working Capital Warrant held by the Sponsor Warrant or its Permitted Transferees, in the event of a redemptionredemption pursuant to Section 6.1 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Supernova Partners Acquisition Company, Inc.), Warrant Agreement (Supernova Partners Acquisition Company, Inc.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to timetime (the “Charter”), if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (One Madison Corp), Warrant Agreement (One Madison Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Sponsor Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Churchill Capital Corp), Warrant Agreement (Churchill Capital Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and or (yz) other than with respect to the Private Placement Warrants and the Forward Purchase Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant or a Forward Purchase Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant or a Forward Purchase Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Pure Acquisition Corp.), Warrant Agreement (HighPeak Energy, Inc.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of: (x) 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or a Permitted Transferee with respect to a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof (each, an “Inapplicable Redemption”), the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrantan Inapplicable Redemption) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant or a Permitted Transferee in the event of a redemptionan Inapplicable Redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Silverbox Engaged Merger Corp I), Warrant Agreement (Silverbox Engaged Merger Corp I)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes an acquisition, engages in a merger, share exchange, asset acquisitionshare reconstruction and amalgamation or contractual control arrangement with, share purchasepurchases all or substantially all of the assets or, reorganization or engages in any other similar transaction, involving the Company and business combination with one or more businesses or assets (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, or if the Company fails to consummate a Business CombinationCombination 21 months from the closing of the Offering, and or (yz) other than with respect to the Private Placement Sponsor Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Sponsor Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Global Cornerstone Holdings LTD), Warrant Agreement (Global Cornerstone Holdings LTD)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and terminating on the earliest to occur of: (Bx) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporation, association (as amended from time to time, the “Charter”), if the Company fails to consummate a Business Combination, Combination and (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or any of its Permitted Transferees, 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or a Working Capital Warrant then held by the Sponsor or any of its Permitted Transferees in the event of a redemption) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant or a Working Capital Warrant then held by the Sponsor Warrant or any of its Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (ION Acquisition Corp 2 Ltd.), Warrant Agreement (ION Acquisition Corp 2 Ltd.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to timetime (the “Charter”), if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Form of Warrant Agreement (CF Corp), Warrant Agreement (CF Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time time, on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (y) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor, GSAM or their respective Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 6.03 hereof or (z) the Alternative Redemption Date (as defined below) as provided in Section 6.03 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, 3.03(b) below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor, GSAM or their respective Permitted Transferees) in the event of a redemption (as set forth in Section 6 Article VI hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant held by the Sponsor, GSAM or their respective Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that (1) the Company shall provide at least twenty (20) days days’ prior written notice of any such extension to Registered Holders of the Warrants, and, provided further Warrants and (2) that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (ECP Environmental Growth Opportunities Corp.), Warrant Agreement (ECP Environmental Growth Opportunities Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, recapitalization, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated articles of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants and Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or Working Capital Warrant then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees pursuant to Section 6.1 hereof) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Proficient Alpha Acquisition Corp), Warrant Agreement (Proficient Alpha Acquisition Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (y) other than with respect to the Private Placement WarrantsWarrants and Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”) or (z) the Alternative Redemption Date (as defined below); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or Working Capital Warrant then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees pursuant to Section 6.1 hereof) or the Alternative Redemption Price (as defined below) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant or a Working Capital Warrant held by the Sponsor Warrant or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption pursuant to Section 6.1 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Acamar Partners Acquisition Corp.), Warrant Agreement (Acamar Partners Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time time, on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (y) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by either the Sponsor, any officers or directors of the Company or any of their Permitted Transferees as provided in Section 6.01, the Redemption Date (as defined below) as provided in Section 6.2 6.03 hereof or (z) other than with respect to the Private Placement Warrants and the Working Capital Warrants then held by either the Sponsor, any officers or directors of the Company or any of their Permitted Transferees as provided in Section 6.02, the Alternative Redemption Date (as defined below) (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, 3.03(b) below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or a Working Capital Warrant then held by either the Sponsor, any officers or directors of the Company or their Permitted Transferees, as applicable) in the event of a redemption (as set forth in Section 6 Article VI hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant or a Working Capital Warrant held by either the Sponsor, any officers or directors of the Company or their Permitted Transferees, as applicable, in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that (1) the Company shall provide at least twenty (20) days days’ prior written notice of any such extension to Registered Holders of the Warrants, and, provided further Warrants and (2) that any such extension shall be identical in duration among all the Warrants.

Appears in 1 contract

Samples: Warrant Agreement (Apex Technology Acquisition Corp. II)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier earliest to occur of: (wx) 5:00 P.M., New York City time, on the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or any of its Permitted Transferees, 5:00 P.M., New York City time, on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, ‎3.3.2 below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) Warrant then held by the Sponsor or any of its Permitted Transferees in the event of a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (as set forth subject to adjustment in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, and, provided further that any such extension shall be identical in duration among all the Warrants.compliance with

Appears in 1 contract

Samples: Warrant Agreement (Provident Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time time, on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (y) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or its Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 6.03 hereof or (z) the Alternative Redemption Date (as defined below) as provided in Section 6.03 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, 3.03(b) below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or its Permitted Transferees) in the event of a redemption (as set forth in Section 6 Article VI hereof), each outstanding Warrant (other than a Private Placement Warrant held by the Sponsor Warrant or its Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that (1) the Company shall provide at least twenty (20) days days’ prior written notice of any such extension to Registered Holders of the Warrants, and, provided further Warrants and (2) that any such extension shall be identical in duration among all the Warrants.

Appears in 1 contract

Samples: Warrant Agreement (RMG Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) and, in either case, terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement WarrantsWarrants and the Forward Purchase Warrants held by the Sponsor or East Asset Management, the Redemption Date (as defined below) as provided in Section 6.3 hereof, or (z) the Alternative Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or Forward Purchase Warrant then held by the Sponsor or East Asset Management or their Permitted Transferees) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant or Forward Purchase Warrant then held by the Sponsor Warrant or East Asset Management or their Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 1 contract

Samples: Warrant Agreement (East Resources Acquisition Co)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporation, association (as amended from time to time, ) (the “Memorandum and Articles”) if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or its Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or a Permitted Transferee) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant in the event of or a redemptionPermitted Transferee) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 1 contract

Samples: Warrant Agreement (Pivotal Holdings Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant, except as set forth in Section 6 below) or the Alternative Redemption Price (as defined below) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption, except as set forth in Section 6 below) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 1 contract

Samples: Warrant Agreement (Rover Group, Inc.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “SPAC Parties complete an Initial Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time time, on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial SPAC Parties complete an Initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or its Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or its Permitted Transferees) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant or its Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 1 contract

Samples: Warrant Agreement (Beard Energy Transition Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or its Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or a Permitted Transferee) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant in the event of or a redemptionPermitted Transferee) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 1 contract

Samples: Warrant Agreement (Switchback III Corp)

Duration of Warrants. A Warrant Warrants may not be exercised prior to the completion by the Company of a merger or capital stock exchange, asset acquisition, stock purchase, reorganization, exchangeable share transaction or other similar business transaction with one or more operating businesses or assets (a “Business Transaction”), which Business Transaction is contemplated to be completed on or prior to 11:59 p.m., New York City time, on the 24-month anniversary of the date of effectiveness of the Registration Statement (the “Business Transaction Deadline”). Upon the completion of the Business Transaction, the Warrants will be exercisable only during the period (the “Exercise Period”) (A) commencing on the later of: (i) date and time at which a post-effective amendment to the date that is thirty (30) days after Registration Statement or a new registration statement in respect of the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”)shares of Common Stock underlying such Warrants becomes effective, and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time time, on the earlier to occur of: (w) the date that is five the earlier of (5i) two years after the effective date on which of the Company completes its initial Business Combination, registration statement registering the shares of common stock issuable upon the exercise of the Warrants or (xii) the liquidation of forty-fifth (45th) day following the Company in accordance with date that the Company’s certificate Common Stock closes at or above $6.25 per share for 20 out of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof 30 trading days commencing on such effective date (the “Expiration DatePricing Condition”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement; and, provided, further, that if such registration statement or post-effective amendment ceases to be effective or is subject to a stop order or an injunction or the related prospectus is unavailable for use, then the Exercise Period shall be extended by the number of days during which such registration statement or post-effective amendment was not effective or subject to a stop order or an injunction or such prospectus was unavailable for use (with such number of days by which the Exercise Period is extended not to exceed (x) 45 minus (y) the number of days in the Exercise Period during which such registration statement or post-effective amendment was effective and the related prospectus was available for use), with such extension period being announced by the Company. Except with respect Once the Pricing Condition is met, the Company will within two (2) business days issue a press release or file a Current Report on Form 8-K announcing the date for the termination of the Exercise Period for the Warrants. The Warrants shall expire (a) on the Business Transaction Deadline, if the Business Transaction is not completed on or prior to the right Business Transaction Deadline, or (b) at the time at which the Exercise Period ends, if the Business Transaction is completed on or prior to receive the Redemption Price Business Transaction Deadline (as defined below) (other than with respect to a Private Placement Warrant) in such date of expiration, the event of a redemption (as set forth in Section 6 hereof“Expiration Date”), each . Each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty ten (2010) days prior written notice of any such extension to the Registered Holders of the Warrants, ; and, provided further provided, further, that any such extension shall be identical in duration among all the Warrants.

Appears in 1 contract

Samples: Warrant Agreement (COMMITTED CAPITAL ACQUISITION Corp II)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of (x) 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate a Business Combination, Combination and (yz) other than with respect to the Private Placement WarrantsWarrants and the Forward Purchase Warrants then held by the Sponsor or the Forward Purchasers thereof or their Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof or, if the last reported sale price of the Ordinary Shares for any twenty (20) trading days within the thirty (30) trading-day period ending on the third trading day prior to the date on which the notice of redemption is sent to the holders of the Warrants equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), or Section 6.2 hereof, 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or a Forward Purchase Warrant then held by the Sponsor or the Forward Purchasers thereof or their Permitted Transferees in connection with a redemption pursuant to Section 6.1 hereof or, if the last reported sales price of our Ordinary Shares for any twenty (20) trading days within a thirty (30) trading day period ending on the third trading day prior to the date on which we send the notice of redemption to the holders of the Warrants equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof), in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, and, provided further that any such extension shall be identical in duration among all the Warrants.Section

Appears in 1 contract

Samples: Warrant Agreement (TPG Pace Beneficial Finance Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing completion of the OfferingMerger and Share Acquisition, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with completion of the Company’s certificate of incorporationMerger and Share Acquisition, as amended from time to time, if the Company fails to consummate a Business Combination, and or (y) other than with respect to the Private Placement WarrantsWarrants to the extent then held by the SPAC Sponsor or its Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) Warrant to the extent then held by the SPAC Sponsor or its Permitted Transferees in the event of a redemption (as set forth in Section 6 hereof)), each outstanding Warrant (other than a Private Placement Warrant to the extent then held by the SPAC Sponsor Warrant or its Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 1 contract

Samples: Warrant Agreement (UE Resorts International, Inc.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company Corporation completes a merger, share exchange, asset acquisition, share stock purchase, reorganization reorganization, recapitalization or other similar transactionbusiness combination, involving the Company Corporation and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the closing date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier earliest to occur of: (wx) the date that is five (5) years after the date on which the Company Corporation completes its initial Business Combination, (xy) the liquidation of the Company Corporation in accordance with the CompanyCorporation’s certificate of incorporation, as amended in effect from time to time, if the Company Corporation fails to consummate complete a Business CombinationCombination by June 17, and 2019, or (yz) other than solely with respect to the Private Placement Public Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company Corporation in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company Corporation shall provide at least twenty (20) days prior written notice of any such extension to the Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 1 contract

Samples: Warrant Agreement (Modern Media Acquisition Corp.)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 1 contract

Samples: Warrant Agreement (GEF Acquisition Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate memorandum and articles of incorporationassociation, as amended from time to timetime (the “Charter”), if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 1 contract

Samples: Form of Warrant Agreement (CF Corp)

Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) if subject to redemption pursuant to Section 6.1, other than with respect to the Private Placement Warrants, or, if subject to redemption pursuant to Section 6.5, inclusive of the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant if subject to redemption pursuant to Section 6.1, or, if subject to redemption pursuant to Section 6.5, inclusive of the Private Placement Warrants) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemptionredemption pursuant to Section 6.1) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, and, provided further that any such extension shall be identical in duration among all the Warrants.

Appears in 1 contract

Samples: Warrant Agreement (TWC Tech Holdings II Corp.)

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