Forfeiture of Securities. Cancellation of Partnership Securities Held by the General Partner and/or the Company. 27 ARTICLE VII CHANGES IN THE COMPANY OR THE GENERAL PARTNER 27 7.01 Transfer of the General Partner’s Partnership Interest. 27
Forfeiture of Securities. 3.1. In the event the Purchaser purchases less than the IPO Purchase Amount solely due to the fact that the number of the Units sold in the IPO is reduced and/or the underwriter[s] of the IPO allocate[s] less Units to the Purchaser than the Purchaser IPO Purchase Amount (the “Alternate IPO Purchase Amount”), then, if the Purchaser purchases the Alternate IPO Purchase Amount, the Purchaser shall still be entitled to retain the full allocation of Securities as set forth on the signature page hereto. If the Purchaser fails to purchase its allocation of Units, which at no point shall in the aggregate, when taken together with Units purchased by any Attribution Party of the Purchaser, be higher than 9.9% of the Units sold in the IPO (for the avoidance of doubt, without regard for any Units sold as part of the exercise of the over-allotment option), it shall not be entitled to retain the Securities and any Securities previously delivered shall be returned and forfeited. For the avoidance of doubt, the Purchaser will not be required to participate in the overallotment option nor any upsizing of the IPO without first having the opportunity to acquire additional Securities in a manner proportional to any increase in the IPO Purchase Amount at the same price per Securities as detailed in the signature page attached hereto. Notwithstanding the foregoing, the Purchaser acknowledges that the Company and its sponsor may deem it necessary in order to facilitate a business combination for the Company or the sponsor to forfeit, transfer, exchange or amend the terms, or cause the forfeiture, transfer, exchange or amendment of the terms, of all or any portion of the Class B Shares or to enter into any other arrangements with respect to the Class B Shares to facilitate the consummation of such business combination, including voting in favor of any amendment to the terms of the Class B Shares (a “Change in Investment”). The Company acknowledges and agrees that any such Change in Investment shall not apply to the Securities.
Forfeiture of Securities. If the underwriter (the “Underwriter”) in the Company’s initial public offering (the “IPO”) does not exercise in full its option (the “Option”) to purchase additional units to be granted by the Company to the Underwriter pursuant to an underwriting agreement to be executed by and between the Underwriter and the Company, then Purchaser shall forfeit (i) a number of Shares equal to 426,000 multiplied by a fraction, the numerator of which is the number of shares of Common Stock with respect to which the Option remains unexercised as of the expiration date thereof, and the denominator of which is 5,250,000, and (ii) a number of Warrants equal to 1,135,000 multiplied by a fraction, the numerator of which is the number of shares of Common Stock with respect to which the Option remains unexercised as of the expiration date thereof, and the denominator of which is 5,250,000, divided as equally as practicable among Warrants having an exercise price of $7.50 per share and Warrants having an exercise price of $10.00 per share.
Forfeiture of Securities
