Common use of Forward Purchase Securities Clause in Contracts

Forward Purchase Securities. (i) The Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, at a purchase price of $10.00 per Forward Purchase Security, an aggregate of 10,000,000 Forward Purchase Securities, for an aggregate purchase price of $100,000,000 (the “FPS Purchase Price”). (ii) The Company shall require the Purchaser to purchase the Forward Purchase Securities pursuant to Section 1(a)(i) hereof by delivering notice (the “Company Notice”) to the Purchaser, at least five (5) Business Days before the funding of the FPS Purchase Price to an account specified by the Company, specifying the anticipated date of the Business Combination Closing, the FPS Purchase Price and instructions for wiring the FPS Purchase Price to an account designated by the Company. At least two (2) Business Days before the anticipated date of the Business Combination Closing specified in such Company Notice, the Purchaser shall deliver the FPS Purchase Price, in cash via wire transfer to the account specified in such Company Notice, to be held in escrow pending the FPS Closing (as defined below). If the FPS Closing does not occur within thirty (30) days after the Purchaser delivers the FPS Purchase Price to such account, the Company shall return to the Purchaser the FPS Purchase Price, provided that the return of the FPS Purchase Price placed in escrow shall not terminate this Agreement or otherwise relieve either party of any of its obligations hereunder, and the Company may provide a subsequent Company Notice pursuant to this Section 1(a)(ii). For purposes of this Agreement, “Business Day” means any day, other than a Saturday or a Sunday, that is neither a legal holiday nor a day on which banking institutions are generally authorized or required by law or regulation to close in the City of New York, New York.

Forward Purchase Securities. (i) The Company shall issue and sell to each of the PurchaserPurchasers, and each of the Purchaser Purchasers shall severally purchase from the Company, at a purchase price the number of $10.00 per Forward Purchase SecuritySecurities set forth opposite such Purchaser’s signature on the signature page to this Agreement, up to an aggregate number of 10,000,000 3,000,000 Forward Purchase Securities, for an aggregate purchase price of $100,000,000 10.00 multiplied by such number of Forward Purchase Securities (the “FPS Purchase Price”), up to an aggregate purchase price of $30,000,000. (ii) The Company shall require the each Purchaser to purchase the its Forward Purchase Securities pursuant to Section 1(a)(i) hereof by delivering to either Purchaser a notice (the “Company Notice”) to the Purchaser), at least five (5) Business Days before the funding of date on which the FPS Purchase Price is to be paid to an account specified designated by the Company, specifying the anticipated date of the Business Combination Closing, the FPS aggregate purchase price for the Forward Purchase Price Securities and instructions for wiring the FPS Purchase Price to an the account designated by the CompanyCompany (the “FPS Purchase Price Account”). At least two (2) Business Days before the anticipated date of the Business Combination Closing specified in such the Company Notice, the each Purchaser shall deliver the its FPS Purchase Price, Price in cash via wire transfer to the account specified in such Company NoticeFPS Purchase Price Account, to be held in escrow pending the FPS Closing (as defined below)Business Combination Closing. If the FPS Business Combination Closing does not occur within thirty fifteen (3015) days after the a Purchaser timely delivers the FPS Purchase Price to such accountthe FPS Purchase Price Account, the Company shall return to the such Purchaser the FPS Purchase Price, provided that the return of the FPS Purchase Price placed in escrow shall not terminate this Agreement or otherwise relieve either party such Purchaser or the Company of any of its obligations hereunder, and the Company may provide a subsequent Company Notice pursuant to this Section 1(a)(ii). For the purposes of this Agreement, “Business Day” means any day, other than a Saturday or a Sunday, that is neither a legal holiday nor a day on which banking institutions are generally authorized or required by law or regulation to close in the City of New York, State of New York.