Delivery of Forward Purchase Shares. (i) The Company shall register the Purchaser as the owner of the Forward Purchase Shares purchased by the Purchaser hereunder in the register of members of the Company and with the Company’s transfer agent by book entry on or promptly after (but in no event more than two (2) Business Days after) the date of the Forward Closing (as defined below). (ii) Each register and book entry for the Forward Purchase Shares purchased by the Purchaser hereunder shall contain a notation, and each certificate (if any) evidencing the Forward Purchase Shares shall be stamped or otherwise imprinted with a legend, in substantially the following form: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION, AND MAY NOT BE TRANSFERRED IN VIOLATION OF SUCH ACT AND LAWS.”
Appears in 4 contracts
Samples: Forward Purchase Agreement (SVF Investment Corp. 2), Forward Purchase Agreement (SVF Investment Corp. 3), Forward Purchase Agreement (SVF Investment Corp. 3)
Delivery of Forward Purchase Shares. (i) The Company shall register the each Purchaser as the owner of the number of Forward Purchase Shares purchased by the Purchaser hereunder as set forth in the register of members of Adviser Allocation Notice (giving effect to the Company and NAV Adjustment, if applicable) with the Company’s transfer agent by book entry on or promptly after (but in no event more than two (2) Business Days after) the date of the Forward FPS Closing (as defined below)Date.
(ii) Each register and book entry for the Forward Purchase Shares purchased by the Purchaser hereunder shall contain a notation, and each certificate (if any) evidencing the Forward Purchase Shares shall be stamped or otherwise imprinted with a legend, in substantially the following form: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE U.S. UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION, AND MAY NOT BE TRANSFERRED IN VIOLATION OF SUCH ACT AND LAWS.”
Appears in 3 contracts
Samples: Forward Purchase Agreement (Longview Acquisition Corp.), Forward Purchase Agreement (Longview Acquisition Corp.), Forward Purchase Agreement (Longview Acquisition Corp.)
Delivery of Forward Purchase Shares. (i) The Company shall register the Purchaser as the owner of the Forward Purchase Shares purchased by the Purchaser hereunder in the register of members of the Company Company, if applicable, and with the Company’s transfer agent by book entry on or promptly after (but in no event more than two (2) Business Days after) the date of the Forward Closing (as defined below)FPS Closing.
(ii) Each register and book entry for the Forward Purchase Shares purchased by the Purchaser hereunder shall contain a notation, and each certificate (if any) evidencing the Forward Purchase Shares shall be stamped or otherwise imprinted with a legend, in substantially the following form: “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION, AND MAY NOT BE TRANSFERRED IN VIOLATION OF SUCH ACT AND LAWS.”
Appears in 3 contracts
Samples: Forward Purchase Agreement (Ermenegildo Zegna Holditalia S.p.A.), Forward Purchase Agreement (Investindustrial Acquisition Corp.), Forward Purchase Agreement (Investindustrial Acquisition Corp.)