Common use of Legend Clause in Contracts

Legend. The Company will issue the Private Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT.”

Appears in 5 contracts

Sources: Private Placement Warrant Subscription Agreement (AltEnergy Acquisition Corp), Private Placement Warrant Subscription Agreement (AltEnergy Acquisition Corp), Private Placement Warrant Subscription Agreement (AltEnergy Acquisition Sponsor LLC)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP RESTRICTIONS PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, VISTAS MEDIA ACQUISITION CORPCOMPANY INC. AND THE SUBSCRIBER PARTY THERETO VISTAS MEDIA SPONSOR., LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 4 contracts

Sources: Private Placement Units Purchase Agreement (Vistas Media Acquisition Co Inc.), Private Placement Units Purchase Agreement (Vistas Media Acquisition Co Inc.), Private Placement Units Purchase Agreement (Vistas Media Acquisition Co Inc.)

Legend. The Company will issue the Private Placement Units, Private Shares and Private Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY MOUNT RAINIER ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO DC RAINIER SPV LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT.”

Appears in 4 contracts

Sources: Private Placement Unit Subscription Agreement (Mount Rainier Acquisition Corp.), Private Placement Unit Subscription Agreement (Mount Rainier Acquisition Corp.), Private Placement Unit Subscription Agreement (Mount Rainier Acquisition Corp.)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, BROOKLINE CAPITAL ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO BROOKLINE CAPITAL HOLDINGS LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 4 contracts

Sources: Unit Subscription Agreement (Brookline Capital Acquisition Corp.), Unit Subscription Agreement (Brookline Capital Acquisition Corp.), Unit Subscription Agreement (Brookline Capital Acquisition Corp.)

Legend. The Company will issue the Private Units, Placement Shares and Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, CHART ACQUISITION CORP. ., CHART ACQUISITION GROUP LLC AND THE SUBSCRIBER PARTY THERETO COWEN OVERSEAS INVESTMENT LP AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 4 contracts

Sources: Unit Subscription Agreement (Chart Acquisition Corp.), Unit Subscription Agreement (Chart Acquisition Corp.), Unit Subscription Agreement (Chart Acquisition Corp.)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The certificates (if any) evidencing Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY ACQUISITION CORP. AN INSIDER LETTER BETWEEN, AMONG OTHERS, ALDEL FINANCIAL INC., ALDEL INVESTORS LLC AND THE SUBSCRIBER PARTY THERETO FG SPAC PARTNERS LP, AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 4 contracts

Sources: Private Placement Units Purchase Agreement (Aldel Financial Inc.), Private Placement Units Purchase Agreement (Aldel Financial Inc.), Private Placement Units Purchase Agreement (Aldel Financial Inc.)

Legend. The Company will issue Warrant Shares issued upon exercise of this Warrant shall be subject to a stop transfer order and the Private Placement Warrants, and when issued, the certificate or certificates evidencing such Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will Shares shall bear the following Legend and appropriate “stop transfer” instructionslegend: “THE "THESE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, ACCORDINGLY, MAY NOT BE OFFERED OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR AN EXEMPTION FROM IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION UNDER REQUIREMENTS OF THE SECURITIES ACT AND SUCH IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS WHICH, IN THE AS EVIDENCED BY A LEGAL OPINION OF COUNSEL FOR THIS CORPORATIONTO THE TRANSFEROR TO SUCH EFFECT, IS AVAILABLE.” “THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THESE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP PURSUANT TO THE TERMS AND CONDITIONS OF A PRIVATE PLACEMENT WARRANT SUBSCRIPTION CERTAIN SECURITIES PURCHASE AGREEMENT, A CERTAIN STOCKHOLDERS' AGREEMENT BETWEEN ALTENERGY ACQUISITION CORP. AND A CERTAIN REGISTRATION RIGHTS AGREEMENT, ALL OF WHICH ARE DATED FEBRUARY 11, 2005 AND ARE AVAILABLE FOR INSPECTION AT THE SUBSCRIBER PARTY THERETO AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OFFICES OF THE LOCK-UP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTCOMPANY."

Appears in 4 contracts

Sources: Protective Warrant (Corvu Corp), Preferred Warrant (Corvu Corp), Protective Warrant (Corvu Corp)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The certificates (if any) evidencing the Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY ACQUISITION CORP. AMONG FORUM MERGER III CORPORATION AND THE SUBSCRIBER PARTY THERETO ▇▇▇▇▇▇▇▇▇ LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT.”

Appears in 4 contracts

Sources: Unit Subscription Agreement (Forum Merger IV Corp), Unit Subscription Agreement (Forum Merger III Corp), Unit Subscription Agreement (Forum Merger III Corp)

Legend. The Company will issue the Private Placement Warrants, and and, when issued, the Warrant Shares, purchased by the Subscriber Subscribers will be in the name of each Subscriber and in such denominations to be specified by each Subscriber prior to the SubscriberClosing. The Securities Warrants and Warrant Shares will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT (A) IN ACCORDANCE WITH THE PROVISIONS OF REGULATION S PROMULGATED UNDER THE SECURITIES ACT, (B) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT COVERING THESE SECURITIES UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION (C) PURSUANT TO ANY OTHER EXEMPTIONS FROM REGISTRATION REQUIREMENTS UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “. HEDGING TRANSACTIONS INVOLVING THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY ACQUISITION CORP. AND MAY NOT BE CONDUCTED UNLESS IN COMPLIANCE WITH THE SUBSCRIBER PARTY THERETO AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTSECURITIES ACT.”

Appears in 4 contracts

Sources: Subscription Agreement (Asia Special Situation Acquisition Corp), Subscription Agreement (Asia Special Situation Acquisition Corp), Subscription Agreement (Asia Special Situation Acquisition Corp)

Legend. The Company will issue the Private Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the SubscriberSubscriber and in such denominations to be specified by the Subscriber prior to the Closing. The Securities Warrants and Warrant Shares will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY BY THIS CERTIFICATE ARE SUBJECT TO THE TERMS AND CONDITIONS CONTAINED IN A STOCK ESCROW AGREEMENT (THE “AGREEMENT”) AND MAY NOT BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE ESCROW PERIOD (AS DEFINED IN THE AGREEMENT). FURTHER, THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT COVERING THESE SECURITIES UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT.

Appears in 4 contracts

Sources: Warrant Subscription Agreement, Subscription Agreement (Sports Properties Acquisition Corp.), Subscription Agreement (Medallion Financial Corp)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and and, when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE THESE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP RESTRICTIONS ON TRANSFER PURSUANT TO A PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY FINTECH ACQUISITION CORP. VI AND THE SUBSCRIBER PARTY THERETO CANTOR ▇▇▇▇▇▇▇▇▇▇ & CO. AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF DURING THE TERM OF THE LOCK-UP THEREOF PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT.”

Appears in 4 contracts

Sources: Unit Subscription Agreement (Fintech Acquisition Corp Vi), Unit Subscription Agreement (Fintech Acquisition Corp Vi), Unit Subscription Agreement (Fintech Acquisition Corp Vi)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP RESTRICTIONS PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AN AGREEMENT BETWEEN ALTENERGY VISTAS MEDIA ACQUISITION CORPCOMPANY INC. AND THE SUBSCRIBER PARTY THERETO I-BANKERS SECURITIES, INC. AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTTHEREIN.”

Appears in 4 contracts

Sources: Private Placement Units Purchase Agreement (Vistas Media Acquisition Co Inc.), Private Placement Units Purchase Agreement (Vistas Media Acquisition Co Inc.), Private Placement Units Purchase Agreement (Vistas Media Acquisition Co Inc.)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and and, when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE THESE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP RESTRICTIONS ON TRANSFER PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION LETTER AGREEMENT BETWEEN ALTENERGY AMONG WESTERN ACQUISITION VENTURES CORP. AND THE SUBSCRIBER PARTY OTHER PARTIES THERETO AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF DURING THE TERM OF THE LOCK-UP THEREOF PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION LETTER AGREEMENT.”

Appears in 4 contracts

Sources: Subscription Agreement (Western Acquisition Ventures Corp.), Subscription Agreement (Western Acquisition Ventures Corp.), Subscription Agreement (Western Acquisition Ventures Corp.)

Legend. The Company will issue the Private Units, Placement WarrantsShares, Placement Warrants and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The certificates (if any) evidencing Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, VISION SENSING ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO VISION SENSING LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 3 contracts

Sources: Placement Unit Purchase Agreement (Newsight Imaging Ltd.), Placement Unit Purchase Agreement (Vision Sensing Acquisition Corp.), Placement Unit Purchase Agreement (Vision Sensing Acquisition Corp.)

Legend. The Company will issue the Private Units, Placement Shares and Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, CF FINANCE ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO CF FINANCE HOLDINGS LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 3 contracts

Sources: Private Placement Units Purchase Agreement (CF Finance Acquisition Corp.), Private Placement Units Purchase Agreement (CF Finance Acquisition Corp.), Private Placement Units Purchase Agreement (CF Finance Acquisition Corp.)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The certificates (if any) evidencing Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY ACQUISITION CORP. AN INSIDER LETTER BETWEEN, AMONG OTHERS, TWELVE SEAS INVESTMENT COMPANY II AND THE SUBSCRIBER PARTY THERETO TWELVE SEAS SPONSOR II LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 3 contracts

Sources: Unit Subscription Agreement (Twelve Seas Investment Co. II), Unit Subscription Agreement (Twelve Seas Investment Co. II), Unit Subscription Agreement (Twelve Seas Investment Co. II)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and and, when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE THESE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP RESTRICTIONS ON TRANSFER PURSUANT TO A PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY INSU ACQUISITION CORP. II AND THE SUBSCRIBER PARTY THERETO CANTOR ▇▇▇▇▇▇▇▇▇▇ & CO. AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF DURING THE TERM OF THE LOCK-UP THEREOF PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT.”

Appears in 3 contracts

Sources: Unit Subscription Agreement (INSU Acquisition Corp. II), Unit Subscription Agreement (INSU Acquisition Corp. II), Unit Subscription Agreement (INSU Acquisition Corp. II)

Legend. The Company will issue the Private Placement WarrantsUnits, the Warrants and the Unit Shares, and when issued, the Warrant Shares, Shares purchased by the Subscriber Purchaser, in the name of the SubscriberPurchaser. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE THESE SECURITIES REPRESENTED HEREBY (i) HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE AND THESE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY NOT BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF TRANSFERRED EXCEPT (A) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT FILED UNDER THE SECURITIES ACT, (B) PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED BY RULE 144 UNDER THE SECURITIES ACT (IF AVAILABLE) OR SUCH LAWS OR AN (C) PURSUANT TO ANY OTHER EXEMPTION FROM THE REGISTRATION UNDER REQUIREMENTS OF THE SECURITIES ACT AND SUCH LAWS WHICHACT, IN EACH CASE IN ACCORDANCE WITH ANY APPLICABLE SECURITIES LAWS OF ANY STATE OF THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” UNITED STATES OR ANY OTHER JURISDICTION. HEDGING TRANSACTIONS INVOLVING THESE SECURITIES MAY NOT BE CONDUCTED UNLESS IN COMPLIANCE WITH THE SECURITIES ACT. “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AN AGREEMENT BETWEEN ALTENERGY NEWBURY STREET II ACQUISITION CORP. CORP AND THE SUBSCRIBER PARTY THERETO NEWBURY STREET II ACQUISITION SPONSOR LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTTHEREIN.”

Appears in 3 contracts

Sources: Private Placement Units Purchase Agreement (Newbury Street II Acquisition Corp), Private Placement Units Purchase Agreement (Newbury Street II Acquisition Corp), Private Placement Units Purchase Agreement (Newbury Street II Acquisition Corp)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, ATHENA TECHNOLOGY ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO ATHENA TECHNOLOGY SPONSOR LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 3 contracts

Sources: Private Placement Units Purchase Agreement (Athena Consumer Acquisition Corp.), Private Placement Units Purchase Agreement (Athena Technology Acquisition Corp.), Private Placement Units Purchase Agreement (Athena Technology Acquisition Corp.)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY ACQUISITION AN INSIDER LETTER BETWEEN, AMONG OTHERS, ▇. ▇▇▇▇▇ PRINCIPAL 150 MERGER CORP. AND THE SUBSCRIBER PARTY THERETO ▇. ▇▇▇▇▇ PRINCIPAL 150 SPONSOR CO., LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 3 contracts

Sources: Private Placement Units Purchase Agreement (B. Riley Principal 150 Merger Corp.), Private Placement Units Purchase Agreement (B. Riley Principal 150 Merger Corp.), Private Placement Units Purchase Agreement (B. Riley Principal 150 Merger Corp.)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, DELWINDS INSURANCE ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO DIAC SPONSOR LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.” “THE SECURITIES REPRESENTED HEREBY SHALL BE ENTITLED TO REGISTRATION RIGHTS UNDER A REGISTRATION RIGHTS AGREEMENT WITH THE CORPORATION.”

Appears in 3 contracts

Sources: Unit Subscription Agreement (Delwinds Insurance Acquisition Corp.), Unit Subscription Agreement (Delwinds Insurance Acquisition Corp.), Unit Subscription Agreement (Delwinds Insurance Acquisition Corp.)

Legend. The Company will issue the Private Units, Placement WarrantsShares, Placement Warrants and Placement Rights, and, when issued, the Warrant Shares and Right Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE THESE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP RESTRICTIONS ON TRANSFER PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION LETTER AGREEMENT BETWEEN ALTENERGY AMONG HAINAN MANASLU ACQUISITION CORP. AND THE SUBSCRIBER PARTY OTHER PARTIES THERETO AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF DURING THE TERM OF THE LOCK-UP THEREOF PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION LETTER AGREEMENT.”

Appears in 3 contracts

Sources: Private Placement Units Subscription Agreement (Hainan Manaslu Acquisition Corp.), Private Placement Units Subscription Agreement (Hainan Manaslu Acquisition Corp.), Private Placement Units Subscription Agreement (Hainan Manaslu Acquisition Corp.)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY ACQUISITION CORPAN INSIDER LETTER BETWEEN, AMONG OTHERS, THUNDER BRDIGE CAPITAL PARTNERS III INC. AND THE SUBSCRIBER PARTY THERETO TBCP III, LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.” “THE SECURITIES REPRESENTED HEREBY SHALL BE ENTITLED TO REGISTRATION RIGHTS UNDER A REGISTRATION RIGHTS AGREEMENT WITH THE CORPORATION.”

Appears in 3 contracts

Sources: Unit Subscription Agreement (Thunder Bridge Capital Partners III Inc.), Unit Subscription Agreement (Thunder Bridge Capital Partners III Inc.), Unit Subscription Agreement (Thunder Bridge Capital Partners III Inc.)

Legend. The Company will issue the Private Placement Warrants, and when issued, the Warrant Shares, Shares purchased by the Subscriber in the name of the Subscriber. The Securities Shares will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES CLASS A ORDINARY SHARES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY U.S. STATE SECURITIES LAWS AND NEITHER THE SECURITIES CLASS A ORDINARY SHARES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES CLASS A ORDINARY SHARES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP PURSUANT AN INSIDER LETTER BETWEEN, AMONG OTHERS, CANTOR EQUITY PARTNERS III, INC. (THE “COMPANY”) AND ▇▇▇▇▇▇ ▇▇ HOLDINGS III, LLC WHEREBY THE REGISTERED HOLDER HAS AGREED NOT TO TRANSFER SUCH CLASS A ORDINARY SHARES WITHOUT THE CONSENT OF THE ISSUER (EXCEPT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY ACQUISITION CORP. AND PERMITTED TRANSFEREE IN ACCORDANCE WITH THE SUBSCRIBER PARTY THERETO AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM TERMS OF THE LOCK-UP PURSUANT TO LETTER AGREEMENT) UNTIL THE TERMS SET FORTH IN DATE THAT IS 30 DAYS FROM THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTCONSUMMATION OF THE COMPANY’S INITIAL BUSINESS COMBINATION.”

Appears in 3 contracts

Sources: Private Placement Shares Purchase Agreement (Cantor Equity Partners III, Inc.), Private Placement Shares Purchase Agreement (Cantor Equity Partners III, Inc.), Private Placement Shares Purchase Agreement (Cantor Equity Partners III, Inc.)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and and, when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE THESE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP RESTRICTIONS ON TRANSFER PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION LETTER AGREEMENT BETWEEN ALTENERGY ACQUISITION CORP. AMONG GOGREEN INVESTMENTS CORPORATION AND THE SUBSCRIBER PARTY OTHER PARTIES THERETO AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF DURING THE TERM OF THE LOCK-UP THEREOF PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION LETTER AGREEMENT.”

Appears in 3 contracts

Sources: Unit Subscription Agreement (GoGreen Investments Corp), Unit Subscription Agreement (GoGreen Investments Corp), Unit Subscription Agreement (GoGreen Investments Corp)

Legend. The Company will issue the Private Units, Placement WarrantsShares, Placement Warrants and Placement Rights, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The certificates (if any) evidencing Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, MAQUIA CAPITAL ACQUISITION CORP. CORPORATION AND THE SUBSCRIBER PARTY THERETO MAQUIA INVESTMENTS NORTH AMERICA, LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 3 contracts

Sources: Unit Subscription Agreement (Maquia Capital Acquisition Corp), Unit Subscription Agreement (Maquia Capital Acquisition Corp), Unit Subscription Agreement (Maquia Capital Acquisition Corp)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY ACQUISITION AN INSIDER LETTER BETWEEN, AMONG OTHERS, B. ▇▇▇▇▇ PRINCIPAL MERGER CORP. AND THE SUBSCRIBER PARTY THERETO B. ▇▇▇▇▇ PRINCIPAL SPONSOR CO., LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 3 contracts

Sources: Private Placement Units Purchase Agreement (B. Riley Principal Merger Corp.), Private Placement Units Purchase Agreement (B. Riley Principal Merger Corp.), Private Placement Units Purchase Agreement (B. Riley Principal Merger Corp.)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, HIGHCAPE CAPITAL ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO HIGHCAPE CAPITAL ACQUISITION LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 3 contracts

Sources: Private Placement Units Purchase Agreement (HighCape Capital Acquisition Corp.), Private Placement Units Purchase Agreement (HighCape Capital Acquisition Corp.), Private Placement Units Purchase Agreement (HighCape Capital Acquisition Corp.)

Legend. The Company will issue the Private Units, Placement Shares and Warrants, and when issued, the Warrant Shares, purchased by the Subscriber Sponsor in the name of the SubscriberSponsor. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, CHART ACQUISITION CORP. ., CHART ACQUISITION GROUP LLC AND THE SUBSCRIBER PARTY THERETO ▇▇▇▇▇ OVERSEAS INVESTMENT LP AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 3 contracts

Sources: Unit Subscription Agreement (Chart Acquisition Corp.), Unit Subscription Agreement (Chart Acquisition Corp.), Unit Subscription Agreement (Chart Acquisition Corp.)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY ACQUISITION AN INSIDER LETTER BETWEEN, AMONG OTHERS, ▇. ▇▇▇▇▇ PRINCIPAL 250 MERGER CORP. AND THE SUBSCRIBER PARTY THERETO ▇. ▇▇▇▇▇ PRINCIPAL 250 SPONSOR CO., LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 3 contracts

Sources: Private Placement Units Purchase Agreement (B. Riley Principal 250 Merger Corp.), Private Placement Units Purchase Agreement (B. Riley Principal 250 Merger Corp.), Private Placement Units Purchase Agreement (B. Riley Principal 250 Merger Corp.)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY ACQUISITION AN INSIDER LETTER BETWEEN, AMONG OTHERS, CLEAN EARTH ACQUISITIONS CORP. AND THE SUBSCRIBER PARTY THERETO CLEAN EARTH ACQUISITIONS SPONSOR LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 3 contracts

Sources: Private Placement Units Purchase Agreement (Clean Earth Acquisitions Sponsor LLC), Private Placement Units Purchase Agreement (Clean Earth Acquisitions Corp.), Private Placement Units Purchase Agreement (Clean Earth Acquisitions Corp.)

Legend. The Company will issue the Private Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”)AMENDED, OR ANY STATE SECURITIES LAWS LAWS, AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY NOT BE OFFERED, SOLD, TRANSFERRED, PLEDGED TRANSFERRED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNLESS REGISTERED UNDER THE SECURITIES ACT OR SUCH OF 1933, AS AMENDED, AND ANY APPLICABLE STATE SECURITIES LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICHIS AVAILABLE. IN ADDITION, SUBJECT TO ANY ADDITIONAL LIMITATIONS ON TRANSFER DESCRIBED IN THE OPINION OF COUNSEL FOR THIS CORPORATIONAGREEMENTS BY AND AMONG REPUBLIC DIGITAL ACQUISITION COMPANY (THE “COMPANY”), IS AVAILABLE.” “REPUBLIC SPONSOR 1 LLC AND THE OTHER SIGNATORIES THERETO, THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE MAY NOT BE SOLD OR TRANSFERRED PRIOR TO THE DATE THAT IS THIRTY (30) DAYS AFTER THE DATE UPON WHICH THE COMPANY COMPLETES ITS INITIAL BUSINESS COMBINATION (AS DEFINED IN SECTION 3 OF THE WARRANT AGREEMENT REFERRED TO HEREIN) EXCEPT TO A PERMITTED TRANSFEREE WHO AGREES IN WRITING WITH THE COMPANY TO BE SUBJECT TO LOCK-UP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY ACQUISITION CORPSUCH TRANSFER PROVISIONS. SECURITIES EVIDENCED BY THIS CERTIFICATE AND THE SUBSCRIBER PARTY THERETO AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM ORDINARY SHARES OF THE LOCK-UP PURSUANT COMPANY ISSUED UPON EXERCISE OF SUCH SECURITIES SHALL BE ENTITLED TO REGISTRATION RIGHTS UNDER A REGISTRATION RIGHTS AGREEMENT TO BE EXECUTED BY THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTCOMPANY.”

Appears in 3 contracts

Sources: Private Placement Warrants Purchase Agreement (Republic Digital Acquisition Co), Private Placement Warrants Purchase Agreement, Private Placement Warrants Purchase Agreement (Republic Digital Acquisition Co)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The certificates (if any) evidencing Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY ACQUISITION AN INSIDER LETTER BETWEEN, AMONG OTHERS, FG MERGER CORP. ., AND THE SUBSCRIBER PARTY THERETO FG MERGER INVESTORS LLC, AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 3 contracts

Sources: Private Placement Units Purchase Agreement (FG Merger Corp.), Private Placement Units Purchase Agreement (FG Merger Corp.), Private Placement Units Purchase Agreement (FG Merger Corp.)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The certificates (if any) evidencing the Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY ACQUISITION CORP. TWELVE SEAS INVESTMENT COMPANY II AND THE SUBSCRIBER PARTY THERETO MIZUHO SECURITIES USA LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT.”

Appears in 3 contracts

Sources: Unit Subscription Agreement (Twelve Seas Investment Co. II), Unit Subscription Agreement (Twelve Seas Investment Co. II), Unit Subscription Agreement (Twelve Seas Investment Co. II)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and and, when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE THESE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP RESTRICTIONS ON TRANSFER PURSUANT TO A PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY PHOENIX BIOTECH ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO CANTOR ▇▇▇▇▇▇▇▇▇▇ & CO. AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF DURING THE TERM OF THE LOCK-UP THEREOF PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT.”

Appears in 3 contracts

Sources: Unit Subscription Agreement (Phoenix Biotech Acquisition Corp.), Unit Subscription Agreement (Phoenix Biotech Acquisition Corp.), Unit Subscription Agreement (Phoenix Biotech Acquisition Corp.)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, E.MERGE TECHNOLOGY ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO E.MERGE TECHNOLOGY SPONSOR LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 3 contracts

Sources: Unit Subscription Agreement (E.Merge Technology Acquisition Corp.), Unit Subscription Agreement (E.Merge Technology Acquisition Corp.), Unit Subscription Agreement (E.Merge Technology Acquisition Corp.)

Legend. The Company will issue the Private Placement Warrants, and when issued, the Warrant Shares, Shares purchased by the Subscriber in the name of the Subscriber. The Securities Shares will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES CLASS A ORDINARY SHARES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES CLASS A ORDINARY SHARES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES CLASS A ORDINARY SHARES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP PURSUANT AN INSIDER LETTER BETWEEN, AMONG OTHERS, CANTOR EQUITY PARTNERS, INC. (THE “COMPANY”) AND ▇▇▇▇▇▇ ▇▇ HOLDINGS, LLC WHEREBY THE REGISTERED HOLDER HAS AGREED NOT TO TRANSFER SUCH CLASS A ORDINARY SHARES WITHOUT THE CONSENT OF THE ISSUER (EXCEPT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY ACQUISITION CORP. AND PERMITTED TRANSFEREE IN ACCORDANCE WITH THE SUBSCRIBER PARTY THERETO AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM TERMS OF THE LOCK-UP PURSUANT TO LETTER AGREEMENT) UNTIL THE TERMS SET FORTH IN DATE THAT IS 30 DAYS FROM THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTCONSUMMATION OF THE COMPANY’S INITIAL BUSINESS COMBINATION.”

Appears in 2 contracts

Sources: Private Placement Shares Purchase Agreement (Cantor Equity Partners, Inc.), Private Placement Shares Purchase Agreement (Cantor Equity Partners, Inc.)

Legend. The Company will issue the Private Placement WarrantsRepresentative Shares, and when issued, the Warrant underlying Class A Ordinary Shares, purchased by the Subscriber in the name of the Subscriber. The certificates (if any) evidencing the Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY VAHANNA TECH EDGE ACQUISITION I CORP. AND THE SUBSCRIBER PARTY THERETO MIZUHO SECURITIES USA LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT.”

Appears in 2 contracts

Sources: Subscription Agreement (Vahanna Tech Edge Acquisition I Corp.), Subscription Agreement (Vahanna Tech Edge Acquisition I Corp.)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, CHASERG TECHNOLOGY ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO CHASERG TECHNOLOGY SPONSOR LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (ChaSerg Technology Acquisition Corp), Unit Subscription Agreement (ChaSerg Technology Acquisition Corp)

Legend. The Company will issue the Private Units, Placement Shares, Placement Rights and Placement Warrants, and when issued, the Right Shares and Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY ACQUISITION CORP. AN INSIDER LETTER BETWEEN, AMONG OTHERS, FORUM MERGER CORPORATION AND THE SUBSCRIBER PARTY THERETO FORUM INVESTORS I, LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (Forum Merger Corp), Unit Subscription Agreement (Forum Merger Corp)

Legend. The Company will issue the Private Units, Placement WarrantsShares, Placement Warrants and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The certificates (if any) evidencing Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, DIGITAL WORLD ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO ARC GLOBAL INVESTMENTS II LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (Digital World Acquisition Corp.), Unit Subscription Agreement (Digital World Acquisition Corp.)

Legend. The Company will issue the Private Placement WarrantsUnits, the Warrants and the Unit Shares, and when issued, the Warrant Shares, purchased by the Subscriber Purchaser, in the name of the SubscriberPurchaser. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE THESE SECURITIES REPRESENTED HEREBY (i) HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE AND THESE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY NOT BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF TRANSFERRED EXCEPT (A) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT FILED UNDER THE SECURITIES ACT, (B) PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED BY RULE 144 UNDER THE SECURITIES ACT (IF AVAILABLE) OR SUCH LAWS OR AN (C) PURSUANT TO ANY OTHER EXEMPTION FROM THE REGISTRATION UNDER REQUIREMENTS OF THE SECURITIES ACT AND SUCH LAWS WHICHACT, IN EACH CASE IN ACCORDANCE WITH ANY APPLICABLE SECURITIES LAWS OF ANY STATE OF THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” UNITED STATES OR ANY OTHER JURISDICTION. HEDGING TRANSACTIONS INVOLVING THESE SECURITIES MAY NOT BE CONDUCTED UNLESS IN COMPLIANCE WITH THE SECURITIES ACT. “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AN AGREEMENT BETWEEN ALTENERGY T▇▇▇▇▇▇ ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO T▇▇▇▇▇▇ LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTTHEREIN.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (Tenzing Acquisition Corp.), Unit Subscription Agreement (Tenzing Acquisition Corp.)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the each Subscriber in the name of the such Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY EVE MOBILITY ACQUISITION CORP, CANTOR ▇▇▇▇▇▇▇▇▇▇ & CO. AND THE SUBSCRIBER PARTY THERETO MOELIS & COMPANY GROUP LP AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (EVe Mobility Acquisition Corp), Unit Subscription Agreement (EVe Mobility Acquisition Corp)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, NEW BEGINNINGS ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO NEW BEGINNINGS SPONSOR, LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (New Beginnings Acquisition Corp.), Unit Subscription Agreement (New Beginnings Acquisition Corp.)

Legend. The Company will issue the Private Placement Units, Private Shares and Private Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY LIONHEART ACQUISITION CORP. CORPORATION II AND THE SUBSCRIBER PARTY THERETO LIONHEART EQUITIES, LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT.”

Appears in 2 contracts

Sources: Private Placement Unit Subscription Agreement (Lionheart Acquisition Corp. II), Private Placement Unit Subscription Agreement (Lionheart Acquisition Corp. II)

Legend. The Company will issue the Private Placement Warrants, and when issued, the Warrant Shares, Shares purchased by the Subscriber in the name of the Subscriber. The Securities Shares will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES CLASS A ORDINARY SHARES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY U.S. STATE SECURITIES LAWS AND NEITHER THE SECURITIES CLASS A ORDINARY SHARES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES CLASS A ORDINARY SHARES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP PURSUANT AN INSIDER LETTER BETWEEN, AMONG OTHERS, CANTOR EQUITY PARTNERS IV, INC. (THE “COMPANY”) AND ▇▇▇▇▇▇ ▇▇ HOLDINGS IV, LLC WHEREBY THE REGISTERED HOLDER HAS AGREED NOT TO TRANSFER SUCH CLASS A ORDINARY SHARES WITHOUT THE CONSENT OF THE ISSUER (EXCEPT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY ACQUISITION CORP. AND PERMITTED TRANSFEREE IN ACCORDANCE WITH THE SUBSCRIBER PARTY THERETO AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM TERMS OF THE LOCK-UP PURSUANT TO LETTER AGREEMENT) UNTIL THE TERMS SET FORTH IN DATE THAT IS 30 DAYS FROM THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTCONSUMMATION OF THE COMPANY’S INITIAL BUSINESS COMBINATION.”

Appears in 2 contracts

Sources: Private Placement Shares Purchase Agreement (Cantor Equity Partners IV, Inc.), Private Placement Shares Purchase Agreement (Cantor Equity Partners IV, Inc.)

Legend. The Company will issue the Private Placement WarrantsUnits, the Warrants and the Unit Shares, and when issued, the Warrant Shares, purchased by the Subscriber Purchaser, in the name of the SubscriberPurchaser. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE THESE SECURITIES REPRESENTED HEREBY (i) HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE AND THESE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY NOT BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF TRANSFERRED EXCEPT (A) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT FILED UNDER THE SECURITIES ACT, (B) PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED BY RULE 144 UNDER THE SECURITIES ACT (IF AVAILABLE) OR SUCH LAWS OR AN (C) PURSUANT TO ANY OTHER EXEMPTION FROM THE REGISTRATION UNDER REQUIREMENTS OF THE SECURITIES ACT AND SUCH LAWS WHICHACT, IN EACH CASE IN ACCORDANCE WITH ANY APPLICABLE SECURITIES LAWS OF ANY STATE OF THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” UNITED STATES OR ANY OTHER JURISDICTION. HEDGING TRANSACTIONS INVOLVING THESE SECURITIES MAY NOT BE CONDUCTED UNLESS IN COMPLIANCE WITH THE SECURITIES ACT. “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AN AGREEMENT BETWEEN ALTENERGY EUCRATES BIOMEDICAL ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO EUCRATES LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTTHEREIN.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (Eucrates Biomedical Acquisition Corp.), Unit Subscription Agreement (Eucrates Biomedical Acquisition Corp.)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY CHASERG TECHNOLOGY ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO CANTOR ▇▇▇▇▇▇▇▇▇▇ & CO. AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (ChaSerg Technology Acquisition Corp), Unit Subscription Agreement (ChaSerg Technology Acquisition Corp)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and and, when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE THESE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP RESTRICTIONS ON TRANSFER PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION LETTER AGREEMENT BETWEEN ALTENERGY AMONG ENTERPRISE 4.0 TECHNOLOGY ACQUISITION CORP. AND THE SUBSCRIBER PARTY OTHER PARTIES THERETO AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF DURING THE TERM OF THE LOCK-UP THEREOF PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION LETTER AGREEMENT.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (Enterprise 4.0 Technology Acquisition Corp), Unit Subscription Agreement (Enterprise 4.0 Technology Acquisition Corp)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and and, when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE THESE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP RESTRICTIONS ON TRANSFER PURSUANT TO A PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY ▇▇▇▇▇ CIRCLE ACQUISITION CORP. II AND THE SUBSCRIBER PARTY THERETO CLEAR STREET LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF DURING THE TERM OF THE LOCK-UP THEREOF PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT.”

Appears in 2 contracts

Sources: Placement Unit Subscription Agreement (Cohen Circle Acquisition Corp. II), Placement Unit Subscription Agreement (Cohen Circle Aqusition Corp. II)

Legend. The Company will issue the Private Units, Placement WarrantsShares, Placement Warrants and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The certificates (if any) evidencing Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, RELATIVITY ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO RELATIVITY ACQUISITION SPONSOR LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (Relativity Acquisition Corp), Unit Subscription Agreement (Relativity Acquisition Corp)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, EPIPHANY TECHNOLOGY ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO EPIPHANY TECHNOLOGY SPONSOR LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (Epiphany Technology Acquisition Corp.), Unit Subscription Agreement (Epiphany Technology Acquisition Corp.)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber Subscribers in the name of the each Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY ACQUISITION CORPAMONG FORUM MERGER II CORPORATION, ▇▇▇▇▇▇▇▇▇ LLC AND EARLYBIRDCAPITAL, INC. AND THE SUBSCRIBER PARTY THERETO AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (Forum Merger II Corp), Unit Subscription Agreement (Forum Merger II Corp)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and and, when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE THESE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP RESTRICTIONS ON TRANSFER PURSUANT TO A PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY ACQUISITION BTC DEVELOPMENT CORP. AND THE SUBSCRIBER PARTY THERETO ▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & ▇▇▇▇▇, INC. AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF DURING THE TERM OF THE LOCK-UP THEREOF PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT.”

Appears in 2 contracts

Sources: Placement Unit Subscription Agreement (BTC Development Corp.), Placement Unit Subscription Agreement (BTC Development Corp.)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The certificates (if any) evidencing Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, ALPHA HEALTHCARE ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO AHAC SPONSOR LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (Alpha Healthcare Acquisition Corp.), Unit Subscription Agreement (Alpha Healthcare Acquisition Corp.)

Legend. The Company will issue the Private Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS LAWS, AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY NOT BE OFFERED, SOLD, TRANSFERRED, PLEDGED TRANSFERRED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNLESS REGISTERED UNDER THE SECURITIES ACT OR SUCH AND ANY APPLICABLE STATE SECURITIES LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “IN ADDITION, THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE MAY NOT BE SOLD OR TRANSFERRED PRIOR TO THE DATE THAT IS THIRTY (30) DAYS AFTER THE DATE UPON WHICH CARTESIAN GROWTH CORPORATION II (THE “COMPANY”) COMPLETES ITS INITIAL BUSINESS COMBINATION (AS DEFINED IN SECTION 3 OF THE WARRANT AGREEMENT REFERRED TO HEREIN), EXCEPT TO A PERMITTED TRANSFEREE (AS DEFINED IN SECTION 2 OF THE WARRANT AGREEMENT) WHO AGREES IN WRITING WITH THE COMPANY TO BE SUBJECT TO LOCK-UP PURSUANT TO SUCH TRANSFER PROVISIONS.” “SECURITIES EVIDENCED BY THIS CERTIFICATE AND CLASS A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM ORDINARY SHARES OF THE LOCK-UP PURSUANT COMPANY ISSUED UPON EXERCISE OF SUCH SECURITIES SHALL BE ENTITLED TO REGISTRATION RIGHTS UNDER A REGISTRATION RIGHTS AGREEMENT TO BE EXECUTED BY THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTCOMPANY.”

Appears in 2 contracts

Sources: Private Placement Warrants Purchase Agreement (Cartesian Growth Corp II), Private Placement Warrants Purchase Agreement (Cartesian Growth Corp II)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The certificates (if any) evidencing Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY ACQUISITION AN INSIDER LETTER BETWEEN, AMONG OTHERS, FG NEW AMERICA ACQUSITION CORP. AND THE SUBSCRIBER PARTY THERETO FG NEW AMERICA INVESTORS LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 2 contracts

Sources: Private Placement Units Purchase Agreement (FG New America Acquisition Corp.), Private Placement Units Purchase Agreement (FG New America Acquisition Corp.)

Legend. The Company will issue the Private Placement Warrants, and when issued, the Warrant SharesClass A ordinary shares underlying the Private Placement Warrants, purchased by the Subscriber Purchaser in the name of the Subscribersuch Purchaser. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION PURCHASE AGREEMENT BETWEEN ALTENERGY ACQUISITION GIGCAPITAL7 CORP. AND THE SUBSCRIBER PARTY THERETO GIGACQUISITIONS7 CORP. AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION PURCHASE AGREEMENT.”

Appears in 2 contracts

Sources: Warrant Purchase Agreement (GigCapital7 Corp.), Warrant Purchase Agreement (GigCapital7 Corp.)

Legend. The Company will issue the Private Units, Placement WarrantsShares and Placement Rights, and when issued, the Warrant Rights Shares, purchased by the Subscriber in the name of the Subscriber. The certificates (if any) evidencing Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY ACQUISITION AN INSIDER LETTER BETWEEN, AMONG OTHERS, FG MERGER II CORP. ., AND THE SUBSCRIBER PARTY THERETO FG MERGER INVESTORS II LLC, AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 2 contracts

Sources: Private Placement Units Purchase Agreement (FG Merger II Corp.), Private Placement Units Purchase Agreement (FG Merger II Corp.)

Legend. The Company will issue the Private Placement Units, Private Shares and Private Warrants, and when issued, the Warrant Shares, purchased by the each Subscriber in the name of the such Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION UNIT PURCHASE AGREEMENT BETWEEN ALTENERGY ACQUISITION CORPGIGCAPITAL4, INC. AND THE SUBSCRIBER PARTY THERETO SUBSCRIBERS NAMED THEREIN AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT.”

Appears in 2 contracts

Sources: Unit Purchase Agreement (GigCapital4, Inc.), Unit Purchase Agreement (GigCapital4, Inc.)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, BIG CYPRESS ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO BIG CYPRESS HOLDINGS LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (Big Cypress Acquisition Corp.), Unit Subscription Agreement (Big Cypress Acquisition Corp.)

Legend. The Company will issue the Private Units, Placement WarrantsShares, Placement Warrants and Placement Rights, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The certificates (if any) evidencing Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, BURTECH ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO BURTECH LP, LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (BurTech Acquisition Corp.), Unit Subscription Agreement (BurTech Acquisition Corp.)

Legend. The Company will issue the Private Placement Units, Private Shares and Private Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY GAMING & HOSPITALITY ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO AFFINITY GAMING HOLDINGS, L.L.C. AND A LETTER AGREEMENT AMONG GAMING & HOSPITALITY ACQUISITION CORP., ITS OFFICERS, DIRECTORS, DIRECTOR NOMINEES AND AFFINITY GAMING HOLDINGS, L.L.C. AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT.”

Appears in 2 contracts

Sources: Private Unit Subscription Agreement (Gaming & Hospitality Acquisition Corp.), Private Unit Subscription Agreement (Gaming & Hospitality Acquisition Corp.)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and and, when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE THESE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP RESTRICTIONS ON TRANSFER PURSUANT TO A PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY PHOENIX BIOTECH ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO ▇▇▇▇▇ & COMPANY CAPITAL MARKETS AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF DURING THE TERM OF THE LOCK-UP THEREOF PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (Phoenix Biotech Acquisition Corp.), Unit Subscription Agreement (Phoenix Biotech Acquisition Corp.)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and and, when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE THESE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP RESTRICTIONS ON TRANSFER PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION LETTER AGREEMENT BETWEEN ALTENERGY AMONG LOCUST WALK ACQUISITION CORP. AND THE SUBSCRIBER PARTY OTHER PARTIES THERETO AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF DURING THE TERM OF THE LOCK-UP THEREOF PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION LETTER AGREEMENT.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (Locust Walk Acquisition Corp.), Unit Subscription Agreement (Locust Walk Acquisition Corp.)

Legend. The Company will issue the Private Placement Units, the Warrants, the Rights and the Unit Shares, and when issued, the Warrant Shares and the Right Shares, purchased by the Subscriber Purchaser, in the name of the SubscriberPurchaser. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE THESE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE AND THESE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY NOT BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF TRANSFERRED EXCEPT (A) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT FILED UNDER THE SECURITIES ACT, (B) PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED BY RULE 144 UNDER THE SECURITIES ACT (IF AVAILABLE) OR SUCH LAWS OR AN (C) PURSUANT TO ANY OTHER EXEMPTION FROM THE REGISTRATION UNDER REQUIREMENTS OF THE SECURITIES ACT AND SUCH LAWS WHICHACT, IN EACH CASE IN ACCORDANCE WITH ANY APPLICABLE SECURITIES LAWS OF ANY STATE OF THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “UNITED STATES OR ANY OTHER JURISDICTION. HEDGING TRANSACTIONS INVOLVING THESE SECURITIES MAY NOT BE CONDUCTED UNLESS IN COMPLIANCE WITH THE SECURITIES ACT. THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AN AGREEMENT BETWEEN ALTENERGY EAST STONE ACQUISITION CORPCORPORATION AND I-BANKERS SECURITIES INC. AND THE SUBSCRIBER PARTY THERETO AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTTHEREIN.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (East Stone Acquisition Corp), Unit Subscription Agreement (East Stone Acquisition Corp)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, ▇▇▇▇▇▇ TECHNOLOGY ACQUISITION CORP. II AND THE SUBSCRIBER PARTY THERETO ▇▇▇▇▇▇ TECHNOLOGY SPONSOR II LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (Carney Technology Acquisition Corp. II), Unit Subscription Agreement (Carney Technology Acquisition Corp. II)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY EPIPHANY TECHNOLOGY ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO CANTOR ▇▇▇▇▇▇▇▇▇▇ & CO. AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (Epiphany Technology Acquisition Corp.), Unit Subscription Agreement (Epiphany Technology Acquisition Corp.)

Legend. The Company will issue the Private Units, Placement WarrantsShares, Placement Warrants and Placement Rights, and, when issued, the Warrant Shares and Right Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE THESE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP RESTRICTIONS ON TRANSFER PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION LETTER AGREEMENT BETWEEN ALTENERGY AMONG BLUE ROOM ACQUISITION CORP. AND THE SUBSCRIBER PARTY OTHER PARTIES THERETO AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF DURING THE TERM OF THE LOCK-UP THEREOF PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION LETTER AGREEMENT.”

Appears in 2 contracts

Sources: Private Placement Units Subscription Agreement (Blue Room Acquisition Corp.), Private Placement Units Subscription Agreement (Blue Room Acquisition Corp.)

Legend. The Company will issue the Private Units, Placement Shares and Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, CF FINANCE ACQUISITION CORP. III AND THE SUBSCRIBER PARTY THERETO CF FINANCE HOLDINGS III, LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 2 contracts

Sources: Private Placement Units Purchase Agreement (CF Finance Acquisition Corp. III), Private Placement Units Purchase Agreement (CF Finance Acquisition Corp. III)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY APEX TECHNOLOGY ACQUISITION CORPCORPORATION AND CANTOR ▇▇▇▇▇▇▇▇▇▇ & CO. AND THE SUBSCRIBER PARTY THERETO AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (Apex Technology Acquisition Corp), Unit Subscription Agreement (Apex Technology Acquisition Corp)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and and, when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE THESE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP RESTRICTIONS ON TRANSFER PURSUANT TO A PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY ACQUISITION PAPAYA GROWTH OPPORTUNITY CORP. I AND THE SUBSCRIBER PARTY THERETO CANTOR F▇▇▇▇▇▇▇▇▇ & CO. AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF DURING THE TERM OF THE LOCK-UP THEREOF PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (Papaya Growth Opportunity Corp. I), Unit Subscription Agreement (Papaya Growth Opportunity Corp. I)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and and, when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE THESE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP RESTRICTIONS ON TRANSFER PURSUANT TO A PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY ACQUISITION PAPAYA GROWTH OPPORTUNITY CORP. I AND THE SUBSCRIBER PARTY THERETO J.V.B. FINANCIAL GROUP, LLC ON BEHALF OF ITS C▇▇▇▇ & COMPANY CAPITAL MARKETS DIVISION AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF DURING THE TERM OF THE LOCK-UP THEREOF PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (Papaya Growth Opportunity Corp. I), Unit Subscription Agreement (Papaya Growth Opportunity Corp. I)

Legend. The Company will issue the Private Units, Placement WarrantsShares, Placement Warrants and Placement Rights, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The certificates (if any) evidencing Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, DIGITAL HEALTH ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO DIGITAL HEALTH SPONSOR LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (Digital Health Acquisition Corp.), Unit Subscription Agreement (Digital Health Acquisition Corp.)

Legend. The Company will issue the Private Units, Placement WarrantsShares, Placement Warrants and Placement Rights, and when issued, the Warrant Shares and the Right Shares, purchased by the Subscriber in the name of the Subscriber. The certificates (if any) evidencing Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, BENESSERE CAPITAL ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO ARC GLOBAL INVESTMENTS LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (Benessere Capital Acquisition Corp.), Unit Subscription Agreement (Benessere Capital Acquisition Corp.)

Legend. The Company will issue the Private Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber Securities in the name of the SubscriberPurchaser. The Placement Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE THESE SECURITIES REPRESENTED HEREBY (i) HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF TRANSFERRED EXCEPT (A) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT FILED UNDER THE SECURITIES ACT ACT, OR SUCH LAWS OR (B) PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES SECURIITES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE. HEDGING TRANSACTIONS INVOLVING THESE SECURITIES MAY NOT BE CONDUCTED UNLESS IN COMPLIANCE WITH THE SECURITIES ACT.” {N0382191 2 } “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AN AGREEMENT BETWEEN ALTENERGY BETWEEN, AMONG OTHERS, TOPRUN SMART MANAGEMENT LLC AND ZI TOPRUN ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTTHEREIN.”

Appears in 2 contracts

Sources: Private Placement Unit Subscription Agreement (Zi Toprun Acquisition Corp.), Private Placement Unit Subscription Agreement (Zi Toprun Acquisition Corp.)

Legend. The Company will issue the Private Units, Placement Shares and Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, CF FINANCE ACQUISITION CORP. II AND THE SUBSCRIBER PARTY THERETO CF FINANCE HOLDINGS II, LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 2 contracts

Sources: Private Placement Units Purchase Agreement (CF Finance Acquisition Corp II), Private Placement Units Purchase Agreement (CF Finance Acquisition Corp II)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, SHOULDERUP TECHNOLOGY ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO SHOULDERUP TECHNOLOGY SPONSOR LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 2 contracts

Sources: Private Placement Units Purchase Agreement (ShoulderUP Technology Acquisition Corp.), Private Placement Units Purchase Agreement (ShoulderUP Technology Acquisition Corp.)

Legend. The Company will issue the Private Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, ENVIRONMENTAL IMPACT ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO HB STRATEGIES LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 2 contracts

Sources: Private Placement Warrants Purchase Agreement (Environmental Impact Acquisition Corp), Private Placement Warrants Purchase Agreement (Environmental Impact Acquisition Corp)

Legend. The Company will issue the Private Units, Placement Shares and Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, CHART ACQUISITION CORP. ., CHART ACQUISITION GROUP LLC AND THE SUBSCRIBER PARTY THERETO ▇▇▇▇▇ OVERSEAS INVESTMENT LP AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (Chart Acquisition Corp.), Unit Subscription Agreement (Chart Acquisition Corp.)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, APEX TECHNOLOGY ACQUISITION CORP. CORPORATION AND THE SUBSCRIBER PARTY THERETO APEX TECHNOLOGY SPONSOR LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (Apex Technology Acquisition Corp), Unit Subscription Agreement (Apex Technology Acquisition Corp)

Legend. The Company will issue the Private Placement Units, Private Shares and Private Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY LIONHEART ACQUISITION CORPCORPORATION II AND NOMURA SECURITIES INTERNATIONAL, INC. AND THE SUBSCRIBER PARTY THERETO AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT.”

Appears in 2 contracts

Sources: Private Placement Unit Subscription Agreement (Lionheart Acquisition Corp. II), Private Placement Unit Subscription Agreement (Lionheart Acquisition Corp. II)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and and, when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE THESE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP RESTRICTIONS ON TRANSFER PURSUANT TO A PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY ACQUISITION BTC DEVELOPMENT CORP. AND THE SUBSCRIBER PARTY THERETO ▇▇▇▇▇ & COMPANY CAPITAL MARKETS AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF DURING THE TERM OF THE LOCK-UP THEREOF PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT.”

Appears in 2 contracts

Sources: Placement Unit Subscription Agreement (BTC Development Corp.), Placement Unit Subscription Agreement (BTC Development Corp.)

Legend. The Company has issued the Founder Shares and will issue the Private Units, Placement WarrantsShares, Placement Rights, and when issued, the Warrant Rights Shares, purchased by the Subscriber in the name of the Subscriber. The certificates (if any) evidencing Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY ACQUISITION AN INSIDER LETTER BETWEEN, AMONG OTHERS, FG MERGER II CORP. ., AND THE SUBSCRIBER PARTY THERETO FG MERGER INVESTORS II LLC, AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 2 contracts

Sources: Private Placement Units Purchase Agreement (FG Merger II Corp.), Private Placement Units Purchase Agreement (FG Merger II Corp.)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION UNITS PURCHASE AGREEMENT BETWEEN ALTENERGY ACQUISITION CORP. ISRAEL ACQUISITIONS CORP AND THE SUBSCRIBER PARTY THERETO [___] AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION UNITS PURCHASE AGREEMENT.”

Appears in 2 contracts

Sources: Private Placement Units Purchase Agreement (Israel Acquisitions Corp), Private Placement Units Purchase Agreement (Israel Acquisitions Corp)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and and, when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE THESE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP RESTRICTIONS ON TRANSFER PURSUANT TO A PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY NEWCOURT ACQUISITION CORPCORP AND CANTOR F▇▇▇▇▇▇▇▇▇ & CO. AND THE SUBSCRIBER PARTY THERETO AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF DURING THE TERM OF THE LOCK-UP THEREOF PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (Newcourt Acquisition Corp), Unit Subscription Agreement (Newcourt Acquisition Corp)

Legend. The Company will issue the Private Units, Placement WarrantsShares, Placement Warrants and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The certificates (if any) evidencing Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, NAMASTE WORLD ACQUISITION CORP. CORPORATION AND THE SUBSCRIBER PARTY THERETO ARC GLOBAL INVESTMENTS II LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 2 contracts

Sources: Private Placement Unit Subscription Agreement (Namaste World Acquisition Corp), Private Placement Unit Subscription Agreement (Namaste World Acquisition Corp)

Legend. The Company will issue the Private Underwriter Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The certificates (if any) evidencing Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY ACQUISITION CORPAN INSIDER LETTER BETWEEN, AMONG OTHERS, INTERPRIVATE III FINANCIAL PARTNERS INC. AND THE SUBSCRIBER PARTY THERETO INTERPRIVATE ACQUISITION MANAGEMENT III, LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 2 contracts

Sources: Underwriter Private Placement Units Purchase Agreement (InterPrivate III Financial Partners Inc.), Underwriter Private Placement Units Purchase Agreement (InterPrivate III Financial Partners Inc.)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and and, when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE THESE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP RESTRICTIONS ON TRANSFER PURSUANT TO A PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY FINTECH ACQUISITION CORP. III AND THE SUBSCRIBER PARTY THERETO CANTOR ▇▇▇▇▇▇▇▇▇▇ & CO. AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF DURING THE TERM OF THE LOCK-UP THEREOF PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (Fintech Acquisition Corp. III), Unit Subscription Agreement (Fintech Acquisition Corp. III)

Legend. The Company will issue the Private Placement Warrants, and when issued, issued the Warrant Underlying Shares, purchased by the Subscriber Purchaser in the name of the SubscriberPurchaser and in such denominations to be specified by Purchaser. The Securities Placement Warrants and Underlying Shares will bear the following Legend legend and appropriate "stop transfer" instructions: THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “. THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP PURSUANT TO THE TERMS AND CONDITIONS CONTAINED IN A PRIVATE PLACEMENT WARRANT SUBSCRIPTION SECURITIES ESCROW AGREEMENT BETWEEN ALTENERGY ACQUISITION CORP. AND (THE SUBSCRIBER PARTY THERETO “AGREEMENT”) AND MAY ONLY NOT BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP PURSUANT TO THE TERMS SET FORTH ESCROW PERIOD (AS DEFINED IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT).

Appears in 2 contracts

Sources: Warrant Purchase Agreement (China VantagePoint Acquisition Co), Warrant Purchase Agreement (ASM Acquisition CO LTD)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and and, when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE THESE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP RESTRICTIONS ON TRANSFER PURSUANT TO A PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY INSURANCE ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO CANTOR ▇▇▇▇▇▇▇▇▇▇ & CO. AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF DURING THE TERM OF THE LOCK-UP THEREOF PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (Insurance Acquisition Corp.), Unit Subscription Agreement (Insurance Acquisition Corp.)

Legend. The Company will issue the Private Sponsor Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The certificates (if any) evidencing Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY ACQUISITION CORPAN INSIDER LETTER BETWEEN, AMONG OTHERS, INTERPRIVATE III FINANCIAL PARTNERS INC. AND THE SUBSCRIBER PARTY THERETO INTERPRIVATE ACQUISITION MANAGEMENT III, LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 2 contracts

Sources: Sponsor Private Placement Units Purchase Agreement (InterPrivate III Financial Partners Inc.), Sponsor Private Placement Units Purchase Agreement (InterPrivate III Financial Partners Inc.)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and and, when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE THESE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP RESTRICTIONS ON TRANSFER PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION LETTER AGREEMENT BETWEEN ALTENERGY AMONG FTAC HERA ACQUISITION CORP. AND THE SUBSCRIBER PARTY OTHER PARTIES THERETO AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF DURING THE TERM OF THE LOCK-UP THEREOF PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION LETTER AGREEMENT.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (FTAC Hera Acquisition Corp.), Unit Subscription Agreement (FTAC Hera Acquisition Corp.)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The certificates (if any) evidencing Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, ALPHA HEALTHCARE ACQUISITION CORP. III AND THE SUBSCRIBER PARTY THERETO AHAC SPONSOR III LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (Alpha Healthcare Acquisition Corp Iii), Unit Subscription Agreement (Alpha Healthcare Acquisition Corp Iii)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY SEMPER PARATUS ACQUISITION CORPCORPORATION AND CANTOR F▇▇▇▇▇▇▇▇▇ & CO. AND THE SUBSCRIBER PARTY THERETO AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (Semper Paratus Acquisition Corp), Unit Subscription Agreement (Semper Paratus Acquisition Corp)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION UNITS PURCHASE AGREEMENT BETWEEN ALTENERGY MARBLEGATE ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO CANTOR ▇▇▇▇▇▇▇▇▇▇ & CO. AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION UNITS PURCHASE AGREEMENT.”

Appears in 2 contracts

Sources: Private Placement Units Purchase Agreement (Marblegate Acquisition Corp.), Private Placement Units Purchase Agreement (Marblegate Acquisition Corp.)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and and, when issued, the Warrant Shares, purchased by the each Subscriber in the name of the each Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE THESE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “. THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP RESTRICTIONS ON TRANSFER PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION LETTER AGREEMENT BETWEEN ALTENERGY AMONG LARKSPUR HEALTH ACQUISITION CORP. AND THE SUBSCRIBER PARTY OTHER PARTIES THERETO AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF DURING THE TERM OF THE LOCK-UP THEREOF PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION LETTER AGREEMENT.”

Appears in 2 contracts

Sources: Private Units Purchase Agreement (Larkspur Health Acquisition Corp.), Private Units Purchase Agreement (Larkspur Health Acquisition Corp.)

Legend. The Company will issue the Private Units, Placement Shares and Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AND AN INSIDER LETTER BETWEEN, AMONG OTHERS, MTECH ACQUISITION CORP. AND THE SUBSCRIBER PARTY THERETO MTECH SPONSOR LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT UNIT SUBSCRIPTION AGREEMENTAGREEMENT AND INSIDER LETTER.”

Appears in 2 contracts

Sources: Unit Subscription Agreement (MTech Acquisition Corp), Unit Subscription Agreement (MTech Acquisition Corp)

Legend. The Company will issue the Private Placement Units, Private Shares and Private Warrants, and when issued, the Warrant Shares, purchased by the each Subscriber in the name of the such Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION UNIT PURCHASE AGREEMENT BETWEEN ALTENERGY ACQUISITION CORPGIGINTERNATIONAL1, INC. AND THE SUBSCRIBER PARTY THERETO SUBSCRIBERS NAMED THEREIN AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION UNIT PURCHASE AGREEMENT.”

Appears in 2 contracts

Sources: Unit Purchase Agreement (GigInternational1, Inc.), Unit Purchase Agreement (GigInternational1, Inc.)

Legend. The Company will issue the Private Units, Placement Shares and Placement Warrants, and when issued, the Warrant Shares, purchased by the Subscriber in the name of the Subscriber. The Securities will bear the following Legend and appropriate “stop transfer” instructions: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL FOR THIS CORPORATION, IS AVAILABLE.” “THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO LOCK-UP LOCKUP PURSUANT TO A PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENT BETWEEN ALTENERGY AN INSIDER LETTER BETWEEN, AMONG OTHERS, ATHENA TECHNOLOGY ACQUISITION CORP. II AND THE SUBSCRIBER PARTY THERETO ATHENA TECHNOLOGY SPONSOR II, LLC AND MAY ONLY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING THE TERM OF THE LOCK-UP LOCKUP PURSUANT TO THE TERMS SET FORTH IN THE PRIVATE PLACEMENT WARRANT SUBSCRIPTION AGREEMENTINSIDER LETTER.”

Appears in 2 contracts

Sources: Private Placement Units Purchase Agreement (Athena Technology Acquisition Corp. II), Private Placement Units Purchase Agreement (Athena Technology Acquisition Corp. II)