Common use of Terms of the Private Placement Units Clause in Contracts

Terms of the Private Placement Units. (i) The Private Placement Units are substantially identical to the units to be offered in the Public Offering except: (a) as provided in that letter agreement, dated as of the date hereof (the “Letter Agreement”), by and among the Company, the Purchaser and each of the Company’s officers, directors and director nominees, and (b) the Private Placement Units are being purchased pursuant to an exemption from the registration requirements of the Securities Act and will become freely tradable only after the expiration of the lockup described above in the Letter Agreement and they are registered pursuant to the Registration and Shareholder Rights Agreement (as defined below) or an exemption from registration is available, and the restrictions described above in clause (a) have expired. (ii) Each Private Placement Warrant included in the Private Placement Units shall have the terms set forth in a Warrant Agreement to be entered into by the Company and a warrant agent, in connection with the Public Offering on the date hereof (the “Warrant Agreement”). (iii) On thedate hereof, the Company and the Purchaser shall enter into a registration and shareholder rights agreement (the “Registration and Shareholder Rights Agreement”) pursuant to which the Company will grant certain registration rights to the Purchaser relating to the Private Placement Units, the Private Placement Warrants and the Shares underlying the Private Placement Warrants and the Private Placement Units.

Appears in 4 contracts

Sources: Private Placement Units Purchase Agreement (BlueRiver Acquisition Corp.), Private Placement Units Purchase Agreement (BlueRiver Acquisition Corp.), Private Placement Units Purchase Agreement (Frazier Lifesciences Acquisition Corp)

Terms of the Private Placement Units. (i) The Private Placement Units are substantially identical to the units to be offered in the Public Offering except: (a) as provided in that letter agreement, dated as of the date hereof (the “Letter Agreement”), by and among the Company, the Purchaser and each of the Company’s officers, directors and director nominees, and (b) the Private Placement Units are being purchased pursuant to an exemption from the registration requirements of the Securities Act and will become freely tradable only after the expiration of the lockup described above in the Letter Agreement and they are registered pursuant to the Registration and Shareholder Rights Agreement (as defined below) or an exemption from registration is available, and the restrictions described above in clause (a) have expired. (ii) Each Private Placement Warrant included in the Private Placement Units shall have the terms set forth in a Warrant Agreement to be entered into by the Company and a warrant agent, in connection with the Public Offering on the date hereof (the “Warrant Agreement”). (iii) On thedate hereofthe IPO Closing Date, the Company and the Purchaser shall enter into a registration and shareholder rights agreement (the “Registration and Shareholder Rights Agreement”) pursuant to which the Company will grant certain registration rights to the Purchaser relating to the Private Placement Units, the Private Placement Warrants and the Shares underlying the Private Placement Warrants and the Private Placement Units.

Appears in 2 contracts

Sources: Private Placement Units Purchase Agreement (Consonance-HFW Acquisition Corp.), Private Placement Units Purchase Agreement (Consonance-HFW Acquisition Corp.)

Terms of the Private Placement Units. (i) The Private Placement Units are substantially identical to the units to be offered in the Public Offering except: except that (a) as provided in that letter agreementthe Private Placement Units (including the underlying Shares, dated as Private Placement Warrants and the Shares issuable upon exercise of the date hereof (the “Letter Agreement”)Private Placement Warrants) will not, except in limited circumstances, be transferred, assigned or sold by and among the Company, the Purchaser and each until 30 days after the completion of the Company’s officers, directors and director nomineesinitial business combination (the “Business Combination”) so long as they are held by the Purchaser or its permitted transferees, and (b) the Private Placement Units are being purchased pursuant to an exemption from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”) and will become freely tradable only after the expiration of the lockup described above in the Letter Agreement clause (a) and they are registered pursuant to the Registration and Shareholder Rights Agreement (as defined below) or an exemption from registration is available, and the restrictions described above in clause (a) have expired. (ii) Each The Private Placement Warrant included in Warrants underlying the Private Placement Units shall have the their terms set forth in a Warrant Agreement to be entered into by the Company and a warrant agent, in connection with the Public Offering on the date hereof (the a “Warrant Agreement”). (iii) On thedate hereofAt or prior to the time of the IPO Closing Date, the Company and the Purchaser shall enter into a registration and shareholder rights agreement (the “Registration and Shareholder Rights Agreement”) pursuant to which the Company will grant certain registration rights to the Purchaser relating to the Private Placement Units, the underlying Shares and Private Placement Warrants and (including the Shares underlying the Private Placement Warrants and the Private Placement UnitsWarrants).

Appears in 2 contracts

Sources: Private Placement Units Purchase Agreement (ALSP Orchid Acquisition Corp I), Private Placement Units Purchase Agreement (ALSP Orchid Acquisition Corp I)

Terms of the Private Placement Units. (i) The Private Placement Units are (including the underlying Ordinary Shares and Private Placement Warrants) shall be substantially identical to the units to be offered Units (including the underlying Ordinary Shares and Warrants) sold in the Public Offering except: Offering, except the Private Placement Units (ai) as provided will be subject to the transfer restrictions described in that letter agreementSection 8 of the Letter Agreement, dated as of the date hereof (the “Letter Agreement”)[•], 2025, by and among the Company, CH4 Natural Solutions Acquisition Sponsor LLC, the Purchaser Unit Holder Sponsor and each of the Company’s officers, officers and directors and director nominees, and (bii) the Private Placement Units are being purchased pursuant to an exemption from the registration requirements of the Securities Act and will become freely tradable tradeable only after certain conditions are met or the expiration resale of the lockup described above in Private Placement Units is registered under the Letter Agreement and they are registered pursuant to the Registration and Shareholder Rights Agreement (as defined below) or an exemption from registration is available, and the restrictions described above in clause (a) have expiredSecurities Act. (ii) Each Private Placement Warrant included in the Private Placement Units shall have the terms set forth in a Private Warrant Agreement to be entered into by the Company and a warrant agent, agent in connection with the Public Offering on the date hereof (the “Warrant Agreement”). (iii) On thedate hereofAt the time of the closing of the Public Offering, the Company and the Purchaser Purchasers shall enter into a registration and shareholder rights agreement (the “Registration and Shareholder Rights Agreement”) pursuant to which the Company will grant certain registration rights to the Purchaser Purchasers relating to the Private Placement Units, including the underlying Ordinary Shares, Private Placement Warrants and the Ordinary Shares underlying issuable upon exercise of the Private Placement Warrants and the Private Placement UnitsWarrants.

Appears in 1 contract

Sources: Private Placement Units Purchase Agreement (CH4 Natural Solutions Corp)