Common use of Disbursement of the Escrow Shares Clause in Contracts

Disbursement of the Escrow Shares. 3.1 Notwithstanding Section 2, if the Underwriters do not exercise their over-allotment option to purchase an additional 750,000 Units of the Company in full within 45 days of the date of the Prospectus (as described in the Underwriting Agreement), each of the Sponsor and the Executive’s agree that the Escrow Agent shall return to the Company for cancellation, at no cost, the number of Escrow Shares held by each such holder determined by multiplying (a) the product of (i) 750,000 multiplied by (ii) a fraction, (x) the numerator of which is the number of Escrow Shares held by each such holder, and (y) the denominator of which is the total number of Escrow Shares, by (b) a fraction, (i) the numerator of which is 750,000 minus the number of shares of Common Stock purchased by the Underwriters upon the exercise of their over-allotment option, and (ii) the denominator of which is 750,000. The Company shall promptly provide written notice to the Escrow Agent of the expiration or termination of the Underwriters’ over-allotment option and the number of Units, if any, purchased by the Underwriters in connection with their exercise thereof.

Appears in 2 contracts

Samples: Stock Escrow Agreement (GreenVision Acquisition Corp.), Form of Stock Escrow Agreement (GreenVision Acquisition Corp.)

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Disbursement of the Escrow Shares. 3.1 Notwithstanding Section 2, if If the Underwriters do not exercise their over-allotment option to purchase an all or a portion of the additional 750,000 637,500 Units of the Company is not exercised in full within 45 days of the date of the Prospectus (as described in the Underwriting Agreement), each of the Sponsor and the Executive’s Founders agree that the Escrow Agent shall return to the Company for cancellation, at no cost, the number of Escrow Ordinary Shares held by each such holder Founder determined by multiplying (a) the product of (i) 750,000 159,375, multiplied by (ii) a fraction, (x) the numerator of which is the number of Escrow Ordinary Shares held by each such holderFounder, and (y) the denominator of which is the total number of Escrow Sharesall Founders’ Ordinary Shares deposited hereunder, by (b) a fraction, (i) the numerator of which is 750,000 637,500 minus the number of shares of Common Stock Ordinary Shares included in the Units purchased by the Underwriters upon the exercise of their the over-allotment option, and (ii) the denominator of which is 750,000637,500. The Company shall promptly provide written notice to the Escrow Agent of the expiration or termination of the Underwriters’ over-allotment option and the number of Units, if any, purchased by the Underwriters in connection with their the exercise thereof.

Appears in 2 contracts

Samples: Stock Escrow Agreement (Fusion Fuel Green LTD), Stock Escrow Agreement (HL Acquisitions Corp.)

Disbursement of the Escrow Shares. 3.1 Notwithstanding Section 2, if If the Underwriters do not exercise in full their over-allotment option to purchase up to an additional 750,000 1,500,000 Units of the Company in full within 45 days of the date of the Prospectus (as described in the Underwriting Agreement), each of the Sponsor and the Executive’s agree Initial Stockholder agrees that the Escrow Agent shall return to the Company for cancellation, at no cost, the number of Escrow Shares held by each such holder determined by multiplying (a) the product of (i) 750,000 375,000, multiplied by (ii) a fraction, (x) the numerator of which is the number of Escrow Shares held by each such holder, and (y) the denominator of which is the total number of Escrow Shares, by (b) a fraction, (i) the numerator of which is 750,000 1,500,000 minus the number of shares of Common Stock purchased by the Underwriters upon the exercise of their over-allotment option, and (ii) the denominator of which is 750,0001,500,000. The Company shall promptly provide written notice to the Escrow Agent of the expiration or termination of the Underwriters’ over-allotment option and the number of Units, if any, purchased by the Underwriters in connection with their exercise thereof.

Appears in 2 contracts

Samples: Stock Escrow Agreement (Opes Acquisition Corp.), Stock Escrow Agreement (Opes Acquisition Corp.)

Disbursement of the Escrow Shares. 3.1 Notwithstanding Section 2, if If the Underwriters do not exercise their over-allotment option to purchase an all or a portion of the additional 750,000 825,000 Units of the Company is not exercised in full within 45 days of the date of the Prospectus (as described in the Underwriting Agreement), each of the Sponsor and the Executive’s Founders agree that the Escrow Agent shall return to the Company for cancellation, at no cost, the number of Escrow Shares shares of Common Stock held by each such holder Founder determined by multiplying (a) the product of (i) 750,000 206,250, multiplied by (ii) a fraction, (x) the numerator of which is the number of Escrow Shares shares of Common Stock held by each such holderFounder, and (y) the denominator of which is the total number of Escrow Sharesshares of Common Stock deposited hereunder, by (b) a fraction, (i) the numerator of which is 750,000 825,000 minus the number of shares of Common Stock included in the Units purchased by the Underwriters upon the exercise of their the over-allotment option, and (ii) the denominator of which is 750,000825,000. The Company shall promptly provide written notice to the Escrow Agent of the expiration or termination of the Underwriters’ over-allotment option and the number of Units, if any, purchased by the Underwriters in connection with their the exercise thereof.

Appears in 2 contracts

Samples: Stock Escrow Agreement (EdtechX Holdings Acquisition Corp.), Stock Escrow Agreement (EdtechX Holdings Acquisition Corp.)

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Disbursement of the Escrow Shares. 3.1 Notwithstanding Section 2, if If the Underwriters do not exercise their over-allotment option to purchase an all or a portion of the additional 750,000 1,500,000 Units of the Company is not exercised in full within 45 days of the date of the Prospectus (as described in the Underwriting Agreement), each of the Sponsor and the Executive’s Founders agree that the Escrow Agent shall return to the Company for cancellation, at no cost, the number of Escrow Shares shares of Common Stock held by each such holder Founder determined by multiplying (a) the product of (i) 750,000 375,000, multiplied by (ii) a fraction, (x) the numerator of which is the number of Escrow Shares shares of Common Stock held by each such holderFounder, and (y) the denominator of which is the total number of Escrow Sharesshares of Common Stock deposited hereunder, by (b) a fraction, (i) the numerator of which is 750,000 1,500,000 minus the number of shares of Common Stock included in the Units purchased by the Underwriters upon the exercise of their the over-allotment option, and (ii) the denominator of which is 750,0001,500,000. The Company shall promptly provide written notice to the Escrow Agent of the expiration or termination of the Underwriters’ over-allotment option and the number of Units, if any, purchased by the Underwriters in connection with their the exercise thereof.

Appears in 1 contract

Samples: Stock Escrow Agreement (Breeze Holdings Acquisition Corp.)

Disbursement of the Escrow Shares. 3.1 Notwithstanding Section 2, if If the Underwriters do not exercise their over-allotment option to purchase an all or a portion of the additional 750,000 2,250,000 Units of the Company is not exercised in full within 45 days of the date of the Prospectus (as described in the Underwriting Agreement), each of the Sponsor and the Executive’s Founders agree that the Escrow Agent shall return to the Company for cancellation, at no cost, the number of Escrow Ordinary Shares held by each such holder Founder determined by multiplying (a) the product of (i) 750,000 [ ], multiplied by (ii) a fraction, (x) the numerator of which is the number of Escrow Ordinary Shares held by each such holderFounder, and (y) the denominator of which is the total number of Escrow Sharesall Founders’ Ordinary Shares deposited hereunder, by (b) a fraction, (i) the numerator of which is 750,000 2,250,000 minus the number of shares of Common Stock Ordinary Shares included in the Units purchased by the Underwriters upon the exercise of their the over-allotment option, and (ii) the denominator of which is 750,0002,250,000. The Company shall promptly provide written notice to the Escrow Agent of the expiration or termination of the Underwriters’ over-allotment option and the number of Units, if any, purchased by the Underwriters in connection with their the exercise thereof.

Appears in 1 contract

Samples: Stock Escrow Agreement (Translational Development Acquisition Corp.)

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