Common use of Backstop Notice Clause in Contracts

Backstop Notice. On the date by which Trebia Shareholder Redemptions are required to be made in accordance with the Company’s memorandum and articles of association, as they may be amended from time to time (the “Memorandum and Articles”) (which date is two (2) Business Days prior to the date of the Special Meeting, as such term is defined in the Business Combination Agreement), to the extent the Trebia Shareholder Redemptions are greater than zero (0), the Company shall deliver a written notice (the “Backstop Notice”) to the Purchaser setting forth: (i) the total number of shares of Trebia Class A Common Stock subject to the Trebia Shareholder Redemptions; (ii) subject to the limitations set forth in Section 1(a), the total number of shares of Trebia Class A Common Stock (or successor security thereto) the Company is requiring the Purchaser to subscribe for in accordance with Section 2(a) of this Agreement (subject to the Backstop Limit), (the “Subscription Amount”); (iii) the resulting BPS Purchase Price (as calculated in accordance with Section 2(a)(i)), which amount shall in no event be greater than the Backstop Limit; and (iv) the Company’s wire instructions. Notwithstanding the forgoing, the “Subscription Amount” shall not include any shares of Trebia Class A Common Stock subject to the Trebia Shareholder Redemptions that have been subsequently withdrawn in accordance with the Company’s Memorandum and Articles and applicable Law. A Backstop Notice cannot be made and the Company shall not be permitted to deliver a Backstop Notice or cause the Purchaser to acquire any Backstop Purchase Shares to the extent the Company has a Subscription Amount equal to zero (0). Only one (1) Backstop Notice may be delivered hereunder.

Backstop Notice. On the date by which Trebia AAC Shareholder Redemptions are required to be made in accordance with the Company’s amended and restated memorandum and articles of association, as they may be amended from time to time (the “Memorandum and Articles”) (which date is two (2) Business Days prior to the date of the Special Meeting, as such term is defined in the Business Combination Agreement), to the extent the Trebia AAC Shareholder Redemptions are is greater than zero (0), the Company shall (or, if the Company fails to deliver such notice, Wave shall be entitled to) deliver a written notice (the “Backstop Notice”) to the Purchaser (with a copy to Wave) setting forth: (i) the total number of shares of Trebia AAC Class A Common Stock Ordinary Shares subject to the Trebia AAC Shareholder Redemptions; Redemptions (ii) subject to the limitations set forth in Section 1(a), the total such number of shares of Trebia AAC Class A Common Stock (or successor security thereto) the Company is requiring the Purchaser to subscribe for in accordance with Section 2(a) of this Agreement (subject to the Backstop Limit)Ordinary Shares, (the “Subscription Amount”);, (iiiii) the resulting BPS Purchase Price (as calculated in accordance with Section 2(a)(i)), which amount number shall in no event be greater than the Backstop Limit; , and (iviii) the Company’s wire instructions. Notwithstanding the forgoing, the “Subscription Amount” shall not include any shares of Trebia AAC Class A Common Stock Ordinary Shares subject to the Trebia AAC Shareholder Redemptions that have been subsequently and validly withdrawn in accordance with the Company’s Memorandum and Articles and applicable Law. A Backstop Notice cannot be made made, and the Company shall not be permitted to deliver a Backstop Notice or cause the Purchaser to acquire any Backstop Purchase Shares Shares, to the extent the Company has a Subscription Amount equal to zero (0). Only one (1) Backstop Notice may be delivered hereunder.

Backstop Notice. On the date by which Trebia Shareholder Redemptions are required to be made in accordance with the Company’s memorandum and articles of association, as they may be amended from time to time (the “Memorandum and Articles”) (which date is two (2) Business Days prior to the date of the Special Meeting, as such term is defined in the Business Combination Agreement), to the extent the number of Trebia Shareholder Redemptions are greater than zero (0), the Company shall deliver a written notice (the “Backstop Notice”) to the Purchaser setting forth: (i) the total number of shares of Trebia Class A Common Stock subject to the Trebia Shareholder Redemptions; (ii) subject to the limitations set forth in Section 1(a), the total Subscription Amount (as calculated in accordance with Section 2(a) of this Agreement); (iii) the resulting number of shares of Trebia Class A Common Stock Backstop Purchase Shares (or successor security theretoas defined below) the Company is requiring the Purchaser to subscribe for in accordance with Section 2(a) of this Agreement (subject to the Backstop Limit), (the “Subscription Amount”); (iii) the resulting BPS Purchase Price (as calculated in accordance with Section 2(a)(i)), which amount shall in no event be greater than the Backstop Limit; and (iv) the Company’s wire instructions. Notwithstanding the forgoing, the “Subscription Amount” shall not include be calculated without including any shares of Trebia Class A Common Stock subject to the Trebia Shareholder Redemptions that have been offered for redemption but subsequently and validly withdrawn by the applicable holder in accordance with the Company’s Memorandum and Articles and applicable Law. A Backstop Notice cannot be made and the Company shall not be permitted to deliver a Backstop Notice or cause the Purchaser to acquire any Backstop Purchase Shares to the extent the Company has a Subscription Amount is equal to zero (0). Only one (1) Backstop Notice may be delivered hereunder.