FORFEITURE ADJUSTMENTS Clause Samples
The Forfeiture Adjustments clause outlines the conditions under which a party may lose certain rights, benefits, or assets due to non-compliance or breach of contract terms. In practice, this clause specifies the triggers for forfeiture—such as failure to meet performance milestones or violation of key obligations—and details how the value or amount forfeited will be calculated or adjusted. Its core function is to incentivize compliance and protect the non-breaching party by providing a clear mechanism for recourse if contractual duties are not fulfilled.
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FORFEITURE ADJUSTMENTS. Contribution amounts forfeited by death or turnover shall be reallocated at the end of each plan year (on or after June 1st) among the then remaining employee accounts. This redistribution shall occur in a manner similar to that used initially in determining the present value calculations. Those who will not share in the reallocation include those who forfeited their accounts in the same year, those who previously forfeited their accounts, or those who terminated employment in or before the year of the reallocated forfeiture. If an employee dies before eligibility for retirement, his or her contribution is included in the next year’s forfeiture adjustments. If an employee dies after eligibility for retirement, the account balance is distributed to his or her identified beneficiaries or estate.
FORFEITURE ADJUSTMENTS. Purchaser hereby agrees that prior to, or at the time of, the initial business combination, in order to facilitate such initial business combination, Battery Future Sponsor, LLC (the “Sponsor”) may (i) surrender, forfeit or transfer some or all of its Founder Shares and/or any other securities of, or instruments issued by, the Company, including for no consideration, (ii) subject its Founder Shares to earn-outs, vesting, revesting, lock-up, registration rights or other restrictions, (iii) amend the terms under which its Founder Shares and/or any other securities of, or instruments issued by, the Company were issued, or any restrictions or encumbrances or other provisions relating to its Founder Shares and/or any other securities of, or instruments issued by, the Company set forth in the documents establishing the same (including voting in favor of any such amendment) or enter into any other arrangements with respect to the Founder Shares and/or any other securities of, or instruments issued by, the Company, or (iv) waive or amend any agreement or provision of any organizational document of the Company or agreement entered into with the Company (the “Adjustments”). Purchaser hereby agrees to be bound by any such Adjustments, which shall apply pro rata to all holders of Founder Shares, except with respect to (x) up to an aggregate total of 625,000 Founder Shares held, directly or indirectly (including through the Sponsor), by independent directors of the Company and (y) up to an aggregate total of 550,000 Founder Shares held, directly or indirectly (including through the Sponsor), by directors or board advisors of the Company designated by Pala Investments Limited, a Jersey limited liability company (“Pala”), or by Pala or otherwise designated by Pala. Furthermore, any amount that is required by the Company’s governing documents to be added to the Company’s trust account in connection with the exercise of an extension of the term of the Company, as approved by the Company’s board in accordance with its governing documents, shall be funded by the Sponsor, Pala, Purchaser and other holders of Founder Shares in proportion to the amount of capital funded by such holder (or the original transferor of Founder Shares held by such holder).