Common use of Backstop Shares Clause in Contracts

Backstop Shares. Prior to Closing, the Sponsor may transfer up to 3,000,000 SPAC Class B Shares held by Sponsor for reduction of any deferred underwriting fees, or to transfer to non-Affiliate third investors providing backstop financing, non-redemption agreements or other financial support in connection with the transactions contemplated by this Agreement, as determined by SPAC in consultation with the Parent (the “Backstop Shares”). Any of the 3,000,000 Backstop Shares not utilized as envisaged above will be subject to forfeiture by the Sponsor and cancelled, as to be further described and agreed in the Sponsor Support Agreement.

Backstop Shares. Prior to ClosingNotwithstanding the foregoing, the Sponsor may transfer up to an aggregate of 3,000,000 SPAC Class B Shares held by the Sponsor (the “Backstop Shares”), (i) for reduction of any deferred underwriting fees, or to transfer (ii) to non-Affiliate third party investors providing backstop financing, non-redemption agreements or other financial support in connection with the transactions contemplated by this the Business Combination Agreement, as determined by the SPAC in consultation with the Parent (the “Backstop Shares”)Parent. Any of the 3,000,000 Backstop Shares not utilized as envisaged above will be subject to forfeiture forfeited by the Sponsor and cancelled, as to be further described and agreed in the Sponsor Support Agreement.

Backstop Shares. Prior to Closing, the Sponsor may transfer up to 3,000,000 SPAC Class B Shares held by Sponsor for reduction of any deferred underwriting fees, or to transfer to non-Affiliate third investors providing backstop financing, non-redemption agreements or other financial support in connection with the transactions contemplated by this Agreement, as determined by the SPAC in consultation with the Parent (the “Backstop Shares”). Any of the 3,000,000 Backstop Shares not utilized as envisaged above will be subject to forfeiture by the Sponsor and cancelled, as to be further described and agreed in the Sponsor Support Agreement.