Common use of Placement Warrants Clause in Contracts

Placement Warrants. Simultaneously with the consummation of the Offering, Blue Water Sponsor LLC (the “Sponsor”) shall purchase from the Company pursuant to the Subscription Agreement (as defined in Section 2.25.2 hereof) an aggregate of 2,145,000 Warrants (the “Placement Warrants”) at a purchase price of $1.00 per Placement Warrant in a private placement (the “Private Placement”). The Placement Warrants and the Class A Common Stock underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each Placement Warrant shall be identical to the Warrants underlying the Firm Units except that the Placement Warrants shall be non-redeemable by the Company so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants 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 (Blue Water Acquisition Corp.), Underwriting Agreement (Blue Water Acquisition Corp.)

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Placement Warrants. Simultaneously with the consummation of the Offering, Blue Water Sponsor Industrial Tech Partners LLC (the “Sponsor”) shall purchase from the Company pursuant to the Subscription Agreement (as defined in Section 2.25.2 hereof) an aggregate of 2,145,000 3,075,000 Warrants (the “Placement Warrants”) at a purchase price of $1.00 per Placement Warrant in a private placement (the “Private Placement”). The Placement Warrants and the Class A Common Stock underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each Placement Warrant shall be identical to the Warrants underlying the Firm Units except that the Placement Warrants shall be non-redeemable by the Company so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants 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 (Industrial Tech Acquisitions, Inc.), Underwriting Agreement (Industrial Tech Acquisitions, Inc.)

Placement Warrants. Simultaneously with the consummation of the Offering, Blue Water Sponsor Avalon Acquisition Holdings LLC (the “Sponsor”) shall purchase from the Company pursuant to the Subscription Agreement (as defined in Section 2.25.2 hereof) an aggregate of 2,145,000 6,350,000 Warrants (the “Placement Warrants”) at a purchase price of $1.00 per Placement Warrant in a private placement (the “Private Placement”). The Placement Warrants and the Class A Common Stock underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each Placement Warrant shall be identical to the Warrants underlying the Firm Units except that the Placement Warrants shall be non-redeemable by the Company so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants 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 1 contract

Samples: Underwriting Agreement (Avalon Acquisition Inc.)

Placement Warrants. Simultaneously with the consummation of the Offering, Blue Water OceanTech Acquisitions I Sponsor LLC (the “Sponsor”) shall purchase from the Company pursuant to the Subscription Agreement (as defined in Section 2.25.2 hereof) an aggregate of 2,145,000 3,600,000 Warrants (the “Placement Warrants”) at a purchase price of $1.00 per Placement Warrant in a private placement (the “Private Placement”). The Placement Warrants and the Class A Common Stock underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each Placement Warrant shall be identical to the Warrants underlying the Firm Units except that the Placement Warrants shall be non-redeemable by the Company so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants 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 1 contract

Samples: Underwriting Agreement (OceanTech Acquisitions I Corp.)

Placement Warrants. Simultaneously with the consummation of the Offering, Blue Water Sponsor Avalon Acquisition Holdings LLC (the “Sponsor”) shall purchase from the Company pursuant to the Subscription Agreement (as defined in Section 2.25.2 hereof) an aggregate of 2,145,000 6,800,000 Warrants (the “Placement Warrants”) at a purchase price of $1.00 per Placement Warrant in a private placement (the “Private Placement”). The Placement Warrants and the Class A Common Stock underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each Placement Warrant shall be identical to the Warrants underlying the Firm Units except that the Placement Warrants shall be non-redeemable by the Company so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants 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 1 contract

Samples: Underwriting Agreement (Avalon Acquisition Inc.)

Placement Warrants. Simultaneously with the consummation of the Offering, Blue Water Sponsor LMFAO Sponsor, LLC (the “Sponsor”) shall purchase from the Company pursuant to the Subscription Agreement (as defined in Section 2.25.2 hereof) an aggregate of 2,145,000 5,198,000 Warrants (the “Placement Warrants”) at a purchase price of $1.00 per Placement Warrant in a private placement (the “Private Placement”). The Placement Warrants and the Class A Common Stock underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each Placement Warrant shall be identical to the Warrants underlying the Firm Units except that the Placement Warrants shall be non-redeemable by the Company so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants 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 1 contract

Samples: Underwriting Agreement (LMF Acquisition Opportunities Inc)

Placement Warrants. Simultaneously with the consummation of the Offering, Blue Water OTR Acquisition Sponsor LLC (the “Sponsor”) shall purchase from the Company pursuant to the Subscription Agreement (as defined in Section 2.25.2 hereof) an aggregate of 2,145,000 6,212,500 Warrants (the “Placement Warrants”) at a purchase price of $1.00 per Placement Warrant in a private placement (the “Private Placement”). The Placement Warrants and the Class A Common Stock underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each Placement Warrant shall be identical to the Warrants underlying the Firm Units except that the Placement Warrants shall be non-redeemable by the Company so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants 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 1 contract

Samples: Underwriting Agreement (OTR Acquisition Corp.)

Placement Warrants. Simultaneously with the consummation of the Offering, Blue Water Sponsor LMFAO Sponsor, LLC (the “Sponsor”) shall purchase from the Company pursuant to the Subscription Agreement (as defined in Section 2.25.2 hereof) an aggregate of 2,145,000 4,598,000 Warrants (the “Placement Warrants”) at a purchase price of $1.00 per Placement Warrant in a private placement (the “Private Placement”). The Placement Warrants and the Class A Common Stock underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each Placement Warrant shall be identical to the Warrants underlying the Firm Units except that the Placement Warrants shall be non-redeemable by the Company so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants 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 1 contract

Samples: Underwriting Agreement (LMF Acquisition Opportunities Inc)

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Placement Warrants. Simultaneously with the consummation of the Offering, Blue Water OTR Acquisition Sponsor LLC (the “Sponsor”) shall purchase from the Company pursuant to the Subscription Agreement (as defined in Section 2.25.2 hereof) an aggregate of 2,145,000 6,750,000 Warrants (the “Placement Warrants”) at a purchase price of $1.00 per Placement Warrant in a private placement (the “Private Placement”). The Placement Warrants and the Class A Common Stock underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each Placement Warrant shall be identical to the Warrants underlying the Firm Units except that the Placement Warrants shall be non-redeemable by the Company so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants 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 1 contract

Samples: Underwriting Agreement (OTR Acquisition Corp.)

Placement Warrants. Simultaneously with the consummation of the Offering, Blue Water Sponsor Industrial Tech Partners LLC (the “Sponsor”) shall purchase from the Company pursuant to the Subscription Agreement (as defined in Section 2.25.2 hereof) an aggregate of 2,145,000 2,700,000 Warrants (the “Placement Warrants”) at a purchase price of $1.00 per Placement Warrant in a private placement (the “Private Placement”). The Placement Warrants and the Class A Common Stock underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each Placement Warrant shall be identical to the Warrants underlying the Firm Units except that the Placement Warrants shall be non-redeemable by the Company so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants 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 1 contract

Samples: Underwriting Agreement (Industrial Tech Acquisitions, Inc.)

Placement Warrants. Simultaneously with the consummation of the Offering, Blue Water OTR Acquisition Sponsor LLC (the “Sponsor”) shall purchase from the Company pursuant to the Subscription Agreement (as defined in Section 2.25.2 hereof) an aggregate of 2,145,000 5,650,000 Warrants (the “Placement Warrants”) at a purchase price of $1.00 per Placement Warrant in a private placement (the “Private Placement”). The Placement Warrants and the Class A Common Stock underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each Placement Warrant shall be identical to the Warrants underlying the Firm Units except that the Placement Warrants shall be non-redeemable by the Company so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants 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 1 contract

Samples: Underwriting Agreement (OTR Acquisition Corp.)

Placement Warrants. Simultaneously with the consummation of the Offering, Blue Water OceanTech Acquisitions I Sponsor LLC (the “Sponsor”) shall purchase from the Company pursuant to the Subscription Agreement (as defined in Section 2.25.2 hereof) an aggregate of 2,145,000 4,100,000 Warrants (the “Placement Warrants”) at a purchase price of $1.00 per Placement Warrant in a private placement (the “Private Placement”). The Placement Warrants and the Class A Common Stock underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each Placement Warrant shall be identical to the Warrants underlying the Firm Units except that the Placement Warrants shall be non-redeemable by the Company so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants 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 1 contract

Samples: Underwriting Agreement (OceanTech Acquisitions I Corp.)

Placement Warrants. Simultaneously with the consummation of the Offering, Blue Water Sponsor Avalon Acquisition Holdings LLC (the “Sponsor”) shall purchase from the Company pursuant to the Subscription Agreement (as defined in Section 2.25.2 hereof) an aggregate of 2,145,000 7,175,000 Warrants (the “Placement Warrants”) at a purchase price of $1.00 per Placement Warrant in a private placement (the “Private Placement”). The Placement Warrants and the Class A Common Stock underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each Placement Warrant shall be identical to the Warrants underlying the Firm Units except that the Placement Warrants shall be non-redeemable by the Company so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants 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 1 contract

Samples: Underwriting Agreement (Avalon Acquisition Inc.)

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