Common use of Placement Units Clause in Contracts

Placement Units. Simultaneously with the consummation of the Offering, Goldenstone Holding, LLC (the “Sponsor”) shall purchase from the Company pursuant to the Subscription Agreement (as defined in Section 2.25.2 hereof) an aggregate of 325,000 Units (the “Placement Units”) at a purchase price of $10.00 per Placement Unit in a private placement (the “Private Placement”). The Placement Units and the Common Stock, Warrants included in the Placement Units (the “Placement Warrants”), and the Rights included in the Placement Units (the “Placement Rights”) are hereinafter referred to collectively as the “Placement Securities.” Each Placement Unit shall be identical to the Firm Units except that the Placement Warrants shall be non-redeemable by the Company and may be exercised on a cashless basis so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Units or their permitted transferees (as described in the Subscription Agreement and the Warrant Agreement (as defined in Section 2.24 hereof)). Except as disclosed in the Registration Statement, there will be no placement agent in the Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities.

Appears in 3 contracts

Samples: Warrant Agreement (Goldenstone Acquisition Ltd.), Warrant Agreement (Goldenstone Acquisition Ltd.), Warrant Agreement (Goldenstone Acquisition Ltd.)

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Placement Units. Simultaneously with the consummation of the Offering, Goldenstone Holding, LLC (the “Sponsor”) Sponsor shall purchase from the Company pursuant to the Subscription Agreement (as defined in Section 2.25.2 hereof) an aggregate of 325,000 370,000 Units (or 406,000 Units if the underwriters’ over-allotment option is exercised in full) (the “Placement Units”) at a purchase price of $10.00 per Placement Unit in a private placement (the “Private Placement”). The Placement Units Units, the Ordinary Shares and the Common StockRights, Warrants included in the Placement Units (the “Placement Warrants”)Units, and the Ordinary Shares underlying the Rights and issuable upon conversion of the Rights included in the Placement Units (the “Placement Rights”) are hereinafter referred to collectively as the “Placement Securities.” Each Placement Unit shall be identical to the Firm Units Units, except that the Rights included in the Placement Warrants Units shall be non-redeemable by the Company and may be exercised on a cashless basis so long as the Placement Warrants Rights continue to be held by the initial purchasers of the Placement Units Rights or their permitted transferees (as described in the Subscription Agreement and the Warrant Rights Agreement (as defined in Section 2.24 2.27 hereof)). Except as disclosed in the Registration Statement, there will be no placement agent in the Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities.

Appears in 3 contracts

Samples: Underwriting Agreement (TenX Keane Acquisition), Underwriting Agreement (TenX Keane Acquisition), Underwriting Agreement (TenX Keane Acquisition)

Placement Units. Simultaneously with the consummation of Closing, the Offering, Goldenstone Holding, LLC Sponsor (the “Sponsor”as defined in Section 2.24.2 hereof) shall purchase from the Company Company, pursuant to the Subscription Agreement (as defined in Section 2.25.2 2.24.2 hereof) an aggregate of 325,000 Units 228,250 units (the “Placement Units”) ), or 247,000 if the Overallotment Option is exercised in full, at a purchase price of $10.00 per Placement Unit in a private placement (the “Private Placement”). The Placement Units Units, the shares of Common Stock and the Common Stock, Warrants included in the Placement Units (the “Placement Warrants”), ) and the Rights included in shares of Common Stock underlying the Placement Units (the “Placement Rights”) Warrants are hereinafter referred to collectively as the “Placement Securities.” Each Placement Unit shall be identical to the Firm Units sold in the Offering except that the Placement Warrants shall be non-redeemable by the Company and may be exercised exercisable on a cashless basis by the Company so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Units Sponsor or their its permitted transferees (as described in the Subscription Agreement Insider Letter (as defined in Section 2.24.1 hereof) and the Warrant Agreement (as defined in Section 2.24 2.22 hereof)). Except as disclosed in the Registration Statement, there There will be no placement agent in the Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities.

Appears in 2 contracts

Samples: Underwriting Agreement (Brookline Capital Acquisition Corp.), Underwriting Agreement (Brookline Capital Acquisition Corp.)

Placement Units. Simultaneously with the consummation of the Offering, Goldenstone Holding, LLC Cross Wealth Investment Holding Limited (the “Sponsor”) shall purchase from the Company pursuant to the Subscription Agreement (as defined in Section 2.25.2 hereof) an aggregate of 325,000 350,000 Units (the “Placement Units”) at a purchase price of $10.00 per Placement Unit in a private placement (the “Private Placement”). The Placement Units and the Common StockOrdinary Shares, Warrants included in the Placement Units (the “Placement Warrants”), and the Rights included in the Placement Units (the “Placement Rights”) are hereinafter referred to collectively as the “Placement Securities.” Each Placement Unit shall be identical to the Firm Units except that the Placement Warrants shall be non-redeemable by the Company and may be exercised on a cashless basis so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Units or their permitted transferees (as described in the Subscription Agreement and the Warrant Agreement (as defined in Section 2.24 hereof)). Except as disclosed in the Registration Statement, there will be no placement agent in the Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities.

Appears in 2 contracts

Samples: Underwriting Agreement (Goldenbridge Acquisition LTD), Underwriting Agreement (Goldenbridge Acquisition LTD)

Placement Units. Simultaneously with the consummation of Closing, the Offering, Goldenstone Holding, LLC Sponsor (the “Sponsor”as hereinafter defined) shall purchase from the Company Company, pursuant to the Subscription Agreement (as defined in Section 2.25.2 2.24.2 hereof) an aggregate of 325,000 Units 175,000 units (the “Placement Units”) ), or 186,250 if the Overallotment Option is exercised in full, at a purchase price of $10.00 per Placement Unit in a private placement (the “Private Placement”). The Placement Units Units, the shares of Common Stock and the Common Stock, Warrants included in the Placement Units (the “Placement Warrants”), ) and the Rights included in shares of Common Stock underlying the Placement Units (the “Placement Rights”) Warrants are hereinafter referred to collectively as the “Placement Securities.” Each Placement Unit shall be identical to the Firm Units sold in the Offering except that the Placement Warrants shall be non-redeemable by the Company and may be exercised exercisable on a cashless basis by the Company so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Units Sponsor or their its permitted transferees (as described in the Subscription Agreement Insider Letter (as defined in Section 2.24.1 hereof) and the Warrant Agreement (as defined in Section 2.24 2.22 hereof)). Except as disclosed in the Registration Statement, there There will be no placement agent in the Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities.

Appears in 2 contracts

Samples: Underwriting Agreement (Brookline Capital Acquisition Corp.), Underwriting Agreement (Brookline Capital Acquisition Corp.)

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Placement Units. Simultaneously with the consummation of the Offering, Goldenstone Holding, LLC (the “Sponsor”) Sponsor shall purchase from the Company pursuant to the Subscription Agreement (as defined in Section 2.25.2 hereof) an aggregate of 325,000 355,000 Units (or 391,000 Units if the underwriters’ over-allotment option is exercised in full) (the “Placement Units”) at a purchase price of $10.00 per Placement Unit in a private placement (the “Private Placement”). The Placement Units Units, the Ordinary Shares and the Common StockRights, Warrants included in the Placement Units (the “Placement Warrants”)Units, and the Ordinary Shares underlying the Rights and issuable upon conversion of the Rights included in the Placement Units (the “Placement Rights”) are hereinafter referred to collectively as the “Placement Securities.” Each Placement Unit shall be identical to the Firm Units Units, except that the Rights included in the Placement Warrants Units shall be non-redeemable by the Company and may be exercised on a cashless basis so long as the Placement Warrants Rights continue to be held by the initial purchasers of the Placement Units Rights or their permitted transferees (as described in the Subscription Agreement and the Warrant Rights Agreement (as defined in Section 2.24 2.27 hereof)). Except as disclosed in the Registration Statement, there will be no placement agent in the Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities. The Subscription Agreement shall state that the Sponsors have agreed (i) to waive its redemption rights with respect to the Placement Securities in connection with the completion of the initial Business Combination and (ii) to waive its rights to liquidating distributions from the trust account with respect to the Placement Securities if the Company fails to complete the initial Business Combination.

Appears in 2 contracts

Samples: Underwriting Agreement (Mars Acquisition Corp.), Underwriting Agreement (Mars Acquisition Corp.)

Placement Units. Simultaneously with the consummation of Closing, the Offering, Goldenstone Holding, LLC Initial Shareholder (the “Sponsor”as hereinafter defined) and Chardan shall purchase from the Company Company, pursuant to the Subscription Agreement Agreements (as defined in Section 2.25.2 2.24.2 hereof) an aggregate of 325,000 Units 270,000 units (the “Placement Units”) at a purchase price of $10.00 per Placement Unit in a private placement (the “Private Placement”). The Placement Units and Units, the Common StockOrdinary Shares, Warrants included in the Placement Units (the “Placement Warrants”), and the Rights included in the Placement Units (the “Placement Rights”) and the Warrants included in the Placement Units (the “Placement Warrants”) and the Ordinary Shares underlying the Placement Rights and the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each Placement Unit shall be identical to the Firm Units sold in the Offering except that the Placement Warrants shall be non-redeemable by the Company and may be exercised on a cashless basis so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Units Warrants or their permitted transferees (as described in the Subscription Agreement Insider Letter (as defined in Section 2.24.1 hereof) and the Warrant Agreement (as defined in Section 2.24 2.22 hereof)). Except as disclosed in the Registration Statement, there There will be no placement agent in the Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities.

Appears in 2 contracts

Samples: Underwriting Agreement (Greenland Acquisition Corp.), Underwriting Agreement (Greenland Acquisition Corp.)

Placement Units. Simultaneously with the consummation of the Offering, Goldenstone Holding, LLC (the “Sponsor”) Sponsor shall purchase from the Company pursuant to the Subscription Agreement (as defined in Section 2.25.2 hereof) an aggregate of 325,000 380,000 Units (or 410,000 Units if the underwriters’ over-allotment option is exercised in full) (the “Placement Units”) at a purchase price of $10.00 per Placement Unit in a private placement (the “Private Placement”). The Placement Units Units, the Class A Ordinary Shares and the Common StockRights, Warrants included in the Placement Units (the “Placement Warrants”)Units, and the Class A Ordinary Shares underlying the Rights and issuable upon conversion of the Rights included in the Placement Units (the “Placement Rights”) are hereinafter referred to collectively as the “Placement Securities.” Each Placement Unit shall be identical to the Firm Units Units, except that the Rights included in the Placement Warrants Units shall be non-redeemable by the Company and may be exercised on a cashless basis so long as the Placement Warrants Rights continue to be held by the initial purchasers of the Placement Units Rights or their permitted transferees (as described in the Subscription Agreement and the Warrant Rights Agreement (as defined in Section 2.24 2.27 hereof)). Except as disclosed in the Registration Statement, there will be no placement agent in the Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities.

Appears in 1 contract

Samples: Underwriting Agreement (TenX Keane Acquisition)

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