Forward Share Purchase. Subject to the conditions set forth in Section 4, on the three (3) month anniversary of the date of the closing of the Business Combination (the “Business Combination Closing Date”), the Investors may each individually elect to sell and transfer to the Company, and the Company shall purchase from each Investor, up to that number of Shares (including any Additional Shares) that are then held by such Investor, and have been continuously held by such Investor since the Business Combination Closing Date, but not to exceed 2,500,000 Shares (including any Additional Shares) in the aggregate between the Investors, unless otherwise agreed in writing by all Parties, at a price per Share equal to $10.15 per Share (the “Shares Purchase Price”). Each Investor shall notify the Company and the Escrow Agent in writing five (5) Business Days (as defined below) prior to the three (3) month anniversary of the Business Combination Closing Date whether or not such Investor is exercising such Investor’s right to sell any of the Shares (including any Additional Shares) held by such Investor to the Company pursuant to this Agreement (each, a “Shares Sale Notice”). Any Investor that fails to timely deliver a Shares Sales Notice in accordance with the immediately preceding sentence shall be deemed to have forfeited its right to sell any Shares (including any Additional Shares) to the Company pursuant to this Agreement.
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Samples: Forward Share Purchase Agreement (GigCapital4, Inc.)
Forward Share Purchase. Subject to the conditions set forth in Section 4, on the three (3) month anniversary of the date of the closing of the Business Combination (the “Business Combination Closing Date”), the Investors may each individually elect to sell and transfer to the Company, and the Company shall purchase from each Investorthe Investors, up to that the number of Shares (including any Additional SharesShares (as defined below)) that are then held by such Investor, and have been continuously held by such Investor since the Business Combination Closing DateInvestors, but not to exceed 2,500,000 1,400,000 Shares (including any Additional Shares) in the aggregate between the Investors, unless otherwise agreed in writing by all Parties, at a price per Share equal to $10.15 10.01 per Share (the “Shares Purchase Price”). Each Principal Investor shall shall, notify the Company and the Escrow Agent (as defined below) in writing five (5) Business Days (as defined below) prior to the three (3) month anniversary of the Business Combination Closing Date whether or not such Investor is exercising such Investor’s right to sell any of the Shares (including any Additional Shares) held by such Investor to the Company pursuant to this Agreement (each, a “Shares Sale Notice”). Any Investor that fails to timely deliver a Shares Sales Notice in accordance with the immediately preceding sentence shall be deemed to have forfeited its right to sell any Shares (including any Additional Shares) to the Company pursuant to this Agreement.
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Samples: Forward Share Purchase Agreement (Leafly Holdings, Inc. /DE)
Forward Share Purchase. Subject to the conditions set forth in Section 4, on the three date that is one (31) month anniversary of the date of after the closing of the Business Combination (the “Business Combination Closing Date”), the Investors may each individually elect to sell and transfer to the Company, and the Company shall purchase from each Investorthe Investors, up to that number of Shares (including any Additional Shares) that are then held by such Investor, and have been continuously held by such Investor since the Business Combination Closing DateInvestors, but not to exceed 2,500,000 750,000 Shares (including any Additional Shares) in the aggregate between the Investors, unless otherwise agreed in writing by all Parties, at a price per Share equal to $10.15 10.2031 per Share (the “Shares Purchase Price”). Each Investor shall shall, notify the Company and the Escrow Agent in writing five (5) Business Days (as defined below) prior to the three date that is one (31) month anniversary of after the Business Combination Closing Date whether or not such Investor is exercising such Investor’s right to sell any of the Shares (including any Additional Shares) held by such Investor to the Company pursuant to this Agreement (each, a “Shares Sale Notice”). Any Investor that fails to timely deliver a Shares Sales Notice in accordance with the immediately preceding sentence shall be deemed to have forfeited its right to sell any Shares (including any Additional Shares) to the Company pursuant to this Agreement.
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Samples: Forward Share Purchase Agreement (Petra Acquisition Inc.)
Forward Share Purchase. Subject to the conditions set forth in Section 45, on the three (3) month anniversary of the date of the closing of the Business Combination (the “Business Combination Closing Date”), the Investors may each individually elect to sell and transfer to the Company, and the Company shall purchase from each Investorthe Investors, up to that the number of Shares (including any Additional SharesShares (as defined below)) that are then held by such Investor, and have been continuously held by such Investor since the Business Combination Closing DateInvestors, but not to exceed 2,500,000 800,000 Shares (including any Additional Shares) in the aggregate between the Investors, unless otherwise agreed in writing by all Parties, at a price per Share equal to $10.15 10.16 per Share (the “Shares Purchase Price”). Each Investor shall shall, notify the Company and the Escrow Agent in writing five (5) Business Days (as defined below) or more prior to the three (3) month anniversary of the Business Combination Closing Date whether or not such Investor is exercising such Investor’s right to sell any of the Shares (including any Additional Shares) held by such Investor to the Company pursuant to this Agreement (each, a “Shares Sale Notice”). Any Investor that fails to timely deliver a Shares Sales Notice in accordance with the immediately preceding sentence shall be deemed to have forfeited its right to sell any Shares (including any Additional Shares) to the Company pursuant to this Agreement.
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Samples: Forward Share Purchase Agreement (Leafly Holdings, Inc. /DE)
Forward Share Purchase. Subject to the conditions set forth in Section 4, on the three (3) month anniversary of the date of the closing of the Business Combination (the “Business Combination Closing Date”), the Investors Investor may each individually elect to sell and transfer to the Company, and the Company shall purchase from each the Investor, up to that the number of Shares (including any Additional SharesShares (as defined below)) that are then held by such the Investor, and have been continuously held by such Investor since the Business Combination Closing Date, but not to exceed 2,500,000 1,200,000 Shares (including any Additional Shares) in the aggregate between the Investors, unless otherwise agreed in writing by all Parties, at a price per Share equal to $10.15 10.16 per Share (the “Shares Purchase Price”). Each Investor shall shall, notify the Company and the Escrow Agent (as defined below) in writing five (5) Business Days (as defined below) prior to the three (3) month anniversary of the Business Combination Closing Date whether or not such Investor is exercising such Investor’s right to sell any of the Shares (including any Additional Shares) held by such Investor to the Company pursuant to this Agreement (each, a “Shares Sale Notice”). Any Investor that fails to timely deliver a Shares Sales Notice in accordance with the immediately preceding sentence shall be deemed to have forfeited its right to sell any Shares (including any Additional Shares) to the Company pursuant to this Agreement.
Appears in 1 contract
Samples: Forward Share Purchase Agreement (Leafly Holdings, Inc. /DE)