Common use of ESCROW WARRANTS Clause in Contracts

ESCROW WARRANTS. The Escrow Agent shall hold the Escrow Warrants and the shares of Common Stock issued upon exercise of the Escrow Warrants (if any) until the date which is ninety (90) days following the consummation of a Business Combination (such period, the "ESCROW WARRANT PERIOD"). On such 90th day, the Escrow Agent shall, upon written instructions from each Warrant Holder, disburse each Warrant Holder's Escrow Warrants (or shares of Common Stock issued upon exercise thereof, if any) to such Warrant Holder; provided, however, that if the Escrow Agent is notified by the Company pursuant to Section 6.6 hereof that the Company has been liquidated at any time during the Escrow Warrant Period, then the Escrow Agent shall promptly destroy the Escrow Warrants (and the certificates representing the shares of Common Stock issued upon exercise thereof, if any); provided further, however, that if a Warrant Holder does not provide written instructions, then the Escrow Agent shall deliver such Warrant Holder's Escrow Warrants to the care of the Company; provided further, however, that if, after the Company consummates a Business Combination and the Company or the surviving entity of such Business Combination subsequently consummates a liquidation, merger, stock exchange or other similar transaction which results in any of the security holders of the Company or such entity having the rights to exchange their securities for cash, securities or other property, then the Escrow Agent will, upon receipt of a certificate, executed by the Chief Executive Officer or Chief Financial Officer of the Company, in form reasonably acceptable to the Escrow Agent, that such transaction is then being consummated, release the Escrow Warrants (and the shares of Common Stock issued upon exercise thereof, if any) to the Warrant Holders immediately prior and subject to consummation of the transaction so that they can similarly participate. The Escrow Agent shall have no further duties hereunder with respect to the Escrow Warrants or shares of Common Stock issued upon exercise thereof, if any, after the disbursement or destruction of the Escrow Warrants and/or such shares in accordance with this Section 3.2.