Amendments to the Subscription Agreement. 2.1 On and from the date of this Supplementary Agreement, each Party agrees that the Subscription Agreement shall be amended as follows:
(a) Section 2.05 of the Subscription Agreement shall be deleted and replaced with the following provision:
Amendments to the Subscription Agreement. 2.1 Each of the parties to this Agreement agrees that, with effect on and from the Effective Date, the Subscription Agreement will be amended by this Agreement as set out in this Clause 2.
2.2 The Subscription Agreement will only be amended if the Holders have received all of the documents and other evidence listed in Schedule 1 (Conditions Precedent) in form and substance satisfactory to the Holders or receipt of such documents and evidence has been waived by all the Holders. The Holders shall notify the Company promptly after being so satisfied.
2.3 All references to £250,000,000 in the Subscription Agreement shall be deleted in their entirety and replaced with the following:
2.4 The definition of “Permitted Equity Sale or IPO” in Clause 1.1 shall be deleted in its entirety and replaced with the following:
Amendments to the Subscription Agreement. (a) At all times prior to the Transaction Closing, all references to “Class A Common Stock” shall refer to the Company’s Class A Common Stock, par value $0.0001 per share, each share of which, by virtue of the Merger and without any action on the part of the Company, Merger Sub or the Target, shall automatically convert into and become one validly issued, fully paid and non-assessable share of one class of the Company’s common stock, par value $0.0001.
(b) At all times as of and from the date of the Transaction Closing, all references to “Class A Common Stock” shall refer to the Company’s common stock, par value $0.0001.
(c) The Company Warrant is hereby amended and restated in its entirety as set forth in Exhibit A to this Amendment. All references to the Company Warrant in the Subscription Agreement shall refer to the Company Warrant attached hereto as Exhibit A.
Amendments to the Subscription Agreement. 3.1 Section 7.15 of the Subscription Agreement is hereby amended and restated in its entirety as set forth below:
Amendments to the Subscription Agreement. With effect on and from the date hereof, the Parties agree that:
a. Notwithstanding anything in the Subscription Agreement to the contrary, the total amount of the Investor Capital Commitment that may be called subject to the Subscription Agreement is $750,000.
b. The last two sentences of Section 1.1 are deleted in their entirety and replaced with the following: “An amount of up to $750,000 of the Investor’s Capital Commitment shall be deemed the subject of a Capital Call concurrently with the execution hereof (without regard to any notice period). No additional amounts may be called pursuant to this Agreement.”
Amendments to the Subscription Agreement. Questback may amend this Subscription Agreement during the course of a current contractual relationship by uploading updated Subscription Agreement.
Amendments to the Subscription Agreement. 2.1 With effect from the date of this Agreement, the Subscription Agreement is amended and restated by:
(A) deleting the words struck out in the copy of the Subscription Agreement that is annexed to this Agreement as Annexure A; and
(B) inserting the words which are double underlined in the copy of the Subscription Agreement that is annexed to this Agreement as Annexure A.
2.2 With effect from the date of this Agreement, the rights and obligations of the parties to the Subscription Agreement shall be governed by the Subscription Agreement as amended and restated in the form annexed to this Agreement as Annexure A.
Amendments to the Subscription Agreement. The Parties agree that the Subscription Agreement shall be amended in the following manner:
(a) by deleting the definition of “Note” in clause 1.1 and replacing it with the following:
Amendments to the Subscription Agreement. The Subscription Agreement (including the Instruction Sheet for Investor and the exhibits attached thereto) is hereby amended as follows:
(a) Section 1 of the Subscription Agreement is deleted in its entirety and the following are inserted in substitution therefor:
Amendments to the Subscription Agreement. 1.2.1. Section 5(l) of the Subscription Agreement is hereby amended to reflect that:
(i) The Investor will not have any registration rights with respect to shares of Common Stock that are sold in the Offering; and
(ii) The Investor will have “piggy-back” registration rights with respect to the shares of Common Stock that may be purchased by an Investor upon the exercise of the Warrant.
1.2.2. The amendments to the Subscription Agreement are attached as Exhibit A to this Supplement (deletions are indicated by strike through text and additions are indicated by double underlined text).
