Common use of BCA Termination Clause in Contracts

BCA Termination. In the event that, following the Closing, (i) the Business Combination Agreement is terminated or (ii) the Business Combination does not close by November 16, 2024 (or such other date as the parties shall agree) (the “Termination”), Sxxxxxxx agrees, in consideration of the Capital Investment already made, that within ten (10) business days of the Termination, 2.1.1 it will issue, to the Sponsor, a promissory note with a principal amount equal to the Capital Investment with terms, rights, and obligations that mirror the Seaport Bridge Note (“Sponsor Note”) and Sponsor shall promptly assign such Sponsor Note to Investor within five (5) business days of its receipt; and 2.1.2 it will provide Investor with any further approvals required for the issuance of the Sponsor Note and any subordination agreement necessary to ensure that Investor has all the same rights as Seaport.

Appears in 2 contracts

Samples: Subscription Agreement (ScanTech AI Systems Inc.), Subscription Agreement (Mars Acquisition Corp.)

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BCA Termination. In the event that, following the Closing, (i) the Business Combination Agreement is terminated or (ii) the Business Combination does not close by November 16, 2024 (or such other date as the parties shall agree) (the “Termination”), Sxxxxxxx agrees, in consideration of the Capital Investment already made, that within ten (10) business days of the Termination, 2.1.1 it will issue, to the Sponsor, a promissory note with a principal amount equal to the Capital Investment Contribution with terms, rights, and obligations that mirror the Seaport Bridge Note (“Sponsor Note”) and Sponsor shall promptly assign such Sponsor Note to Investor within five (5) business days of its receipt; and 2.1.2 it will provide Investor with any further approvals required for the issuance of the Sponsor Note and any subordination agreement necessary to ensure that Investor has all the same rights as Seaport.

Appears in 2 contracts

Samples: Subscription Agreement (ScanTech AI Systems Inc.), Subscription Agreement (Mars Acquisition Corp.)

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