Common use of Offering Documents Clause in Contracts

Offering Documents. This Agreement has been duly authorized, executed and delivered by the Company. Each of the Trust Agreement, the Warrant Agreement, the Escrow Agreement and the Business Combination Marketing Agreement has been duly authorized, executed and delivered by the Company, and is a valid and binding agreement of the Company, enforceable against the Company in accordance with its terms, except, in each case, as the enforceability thereof may be limited by bankruptcy, insolvency, or similar laws affecting creditors’ rights generally from time to time in effect and by equitable principles of general applicability. Each of the Private Unit Subscription Agreements has been duly authorized, executed and delivered by the Company (and, to the Company’s knowledge, the Private Unit Subscribers that are parties thereto) and is a valid and binding agreement of the Company (and, to the Company’s knowledge, the Private Unit Subscribers that are parties thereto), enforceable against the Company (and, to the Company’s knowledge, the Private Unit Subscribers that are parties thereto) in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, insolvency or similar laws affecting creditors’ rights generally from time to time in effect and by equitable principles of general applicability. Each of the Registration Rights Agreement and the Insider Letters has been duly authorized, executed and delivered by the Company (and, to the Company’s knowledge, the Company’s initial stockholders and the Company’s officers and directors that are parties thereto) and is a valid and binding agreement of the Company (and, to the Company’s knowledge, the Company’s initial stockholders and the Company’s officers and directors that are parties thereto), enforceable against the Company (and, to the Company’s knowledge, the Company’s initial stockholders and the Company’s officers and directors that are parties thereto) in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, insolvency, or similar laws affecting creditors’ rights generally from time to time in effect and by equitable principles of general applicability.

Offering Documents. This Agreement has been duly authorized, executed and delivered by the Company. Each of the Trust Agreement, the Warrant Agreement, the Escrow Agreement and the Business Combination Marketing Agreement Other Transaction Agreements has been duly authorized, executed and delivered by the Company, and is a valid and binding agreement of the Company, enforceable against the Company in accordance with its terms, except, in each case, as the enforceability thereof may be limited by bankruptcy, insolvency, or similar laws affecting creditors’ rights generally from time to time in effect and by equitable principles of general applicability. Each of the Founder Subscription Agreement and the Private Unit Subscription Agreements Placement Share Purchase Agreement has been duly authorized, executed and delivered by the Company (and, to the Company’s knowledge, the Private Unit Subscribers that are parties Sponsor to the extent a party thereto) and is a valid and binding agreement of the Company (and, to the Company’s knowledge, the Private Unit Subscribers that are parties Sponsor to the extent a party thereto), enforceable against the Company (and, to the Company’s knowledge, the Private Unit Subscribers that are parties Sponsor to the extent a party thereto) in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, insolvency or similar laws affecting creditors’ rights generally from time to time in effect and by equitable principles of general applicability. Each of the Registration Rights Agreement and the Insider Letters Letter has been duly authorized, executed and delivered by the Company (and, to the Company’s knowledge, the Company’s initial stockholders Sponsor and each director, director nominee and officer of the Company’s officers and directors Company that are parties thereto) and is a valid and binding agreement of the Company (and, to the Company’s knowledge, the Company’s initial stockholders and the Company’s officers and directors that are parties thereto), enforceable against the Company (and, to the Company’s knowledge, the Company’s initial stockholders and the Company’s officers and directors that are parties thereto) in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, insolvency, or similar laws affecting creditors’ rights generally from time to time in effect and by equitable principles of general applicability.

Offering Documents. This Agreement has been duly authorized, executed and delivered by the Company. Each of the Trust Agreement, the Warrant Agreement, the Escrow Agreement and the Business Combination Marketing Escrow Agreement has been duly authorized, executed and delivered by the Company, and is a valid and binding agreement of the Company, enforceable against the Company in accordance with its terms, except, in each case, as the enforceability thereof may be limited by bankruptcy, insolvency, or similar laws affecting creditors’ rights generally from time to time in effect and by equitable principles of general applicability. Each of the Private Unit Subscription Agreements has been duly authorized, executed and delivered by the Company (and, to the Company’s knowledge, the Private Unit Subscribers that are parties thereto) and is a valid and binding agreement of the Company (and, to the Company’s knowledge, the Private Unit Subscribers that are parties thereto), enforceable against the Company (and, to the Company’s knowledge, the Private Unit Subscribers that are parties thereto) in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, insolvency or similar laws affecting creditors’ rights generally from time to time in effect and by equitable principles of general applicability. Each of the Registration Rights Agreement and the Insider Letters has been duly authorized, executed and delivered by the Company (and, to the Company’s knowledge, the Company’s initial stockholders and the Company’s officers and directors that are parties thereto) and is a valid and binding agreement of the Company (and, to the Company’s knowledge, the Company’s initial stockholders and the Company’s officers and directors that are parties thereto), enforceable against the Company (and, to the Company’s knowledge, the Company’s initial stockholders and the Company’s officers and directors that are parties thereto) in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, insolvency, or similar laws affecting creditors’ rights generally from time to time in effect and by equitable principles of general applicability.

Offering Documents. This Agreement has been duly authorized, executed and delivered by the Company. Each of the Trust Agreement, the Rights Agreement, the Warrant Agreement, the Escrow Agreement and the Business Combination Marketing Agreement has been duly authorized, executed and delivered by the Company, and is a valid and binding agreement of the Company, enforceable against the Company in accordance with its terms, except, in each case, as the enforceability thereof may be limited by bankruptcy, insolvency, or similar laws affecting creditors’ rights generally from time to time in effect and by equitable principles of general applicability. Each of the Private Unit Subscription Agreements has been duly authorized, executed and delivered by the Company (and, to the Company’s knowledge, the Private Unit Subscribers Company’s initial shareholders and their designees, other than the Underwriters and their designees, that are parties thereto) and is a valid and binding agreement of the Company (and, to the Company’s knowledge, the Private Unit Subscribers Company’s initial shareholders and their designees, other than the Underwriters and their designees, that are parties thereto), enforceable against the Company (and, to the Company’s knowledge, the Private Unit Subscribers Company’s initial shareholders and their designees, other than the Underwriters and their designees, that are parties thereto) in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, insolvency or similar laws affecting creditors’ rights generally from time to time in effect and by equitable principles of general applicability. Each of the Registration Rights Agreement and the Insider Letters Letter has been duly authorized, executed and delivered by the Company (and, to the Company’s knowledge, the Company’s initial stockholders shareholders and their designees, other than the Underwriters and their designees, and the Company’s officers and directors directors, that are parties thereto) and is a valid and binding agreement of the Company (and, to the Company’s knowledge, the Company’s initial stockholders shareholders and their designees, other than the Underwriters and their designees, and the Company’s officers and directors directors, that are parties thereto), enforceable against the Company (and, to the Company’s knowledge, the Company’s initial stockholders shareholders and their designees, other than the Underwriters and their designees, and the Company’s officers and directors directors, that are parties thereto) in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, insolvency, or similar laws affecting creditors’ rights generally from time to time in effect and by equitable principles of general applicability.

Offering Documents. This Agreement has been duly authorized, executed and delivered by the Company. Each of the Trust Agreement, the Warrant Agreement, the Escrow Agreement and the Business Combination Marketing Escrow Agreement has been duly authorized, executed and delivered by the Company, and is a valid and binding agreement of the Company, enforceable against the Company in accordance with its terms, except, in each case, as the enforceability thereof may be limited by bankruptcy, insolvency, or similar laws affecting creditors’ rights generally from time to time in effect and by equitable principles of general applicability. Each of the The Private Unit Subscription Agreements Agreement has been duly authorized, executed and delivered by the Company (and, to the Company’s knowledge, the Private Unit Subscribers that are parties thereto) and is a valid and binding agreement of the Company (and, to the Company’s knowledge, the Private Unit Subscribers that are parties thereto), enforceable against the Company (and, to the Company’s knowledge, the Private Unit Subscribers that are parties thereto) in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, insolvency or similar laws affecting creditors’ rights generally from time to time in effect and by equitable principles of general applicability. Each of the Registration Rights Agreement and the Insider Letters has been duly authorized, executed and delivered by the Company (and, to the Company’s knowledge, the Company’s initial stockholders and the Company’s officers and directors that are parties thereto) and is a valid and binding agreement of the Company (and, to the Company’s knowledge, the Company’s initial stockholders and the Company’s officers and directors that are parties thereto), enforceable against the Company (and, to the Company’s knowledge, the Company’s initial stockholders and the Company’s officers and directors that are parties thereto) in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, insolvency, or similar laws affecting creditors’ rights generally from time to time in effect and by equitable principles of general applicability.