Common use of Issuance of Class A Common Stock Clause in Contracts

Issuance of Class A Common Stock. As soon as practicable after the exercise of any Warrant and the clearance of the funds in payment of the Warrant Price (if any), the Company shall issue to the Registered Holder of such Warrant a certificate or certificates, or book entry position, for the number of shares of Class A Common Stock to which he, she or it is entitled, registered in such name or names as may be directed by him, her or it, and if such Warrant shall not have been exercised in full, a new countersigned Warrant, or book entry position, for the number of shares as to which such Warrant shall not have been exercised. Notwithstanding the foregoing, the Company shall not be obligated to deliver any shares of Class A Common Stock pursuant to the exercise of a Warrant and shall have no obligation to settle such Warrant exercise unless a registration statement under the Securities Act with respect to the shares of Class A Common Stock underlying the Warrants is then effective and a prospectus relating thereto is current, subject to the Company’s satisfying its obligations under Section 7.4 or a valid exemption from registration is available. No Warrant shall be exercisable for cash and the Company shall not be obligated to issue the shares of Class A Common Stock upon exercise of a Warrant unless the shares of Class A Common Stock issuable upon such Warrant exercise has been registered, qualified or deemed to be exempt under the securities laws of the state of residence of the Registered Holder of the Warrants. In the event that the condition in the two immediately preceding sentences are not satisfied with respect to a Warrant, the holder of such Warrant shall not be entitled to exercise such Warrant for cash and such Warrant may have no value and expire worthless, in which case the purchaser of a Unit containing such Public Warrants shall have paid the full purchase price for the Unit solely for the shares of Class A Common Stock underlying such Unit. Warrants may not be exercised by, or securities issued to, any Registered Holder in any state in which such exercise would be unlawful. Notwithstanding the foregoing, in no event will the Company be required to net cash settle the Warrant exercise.

Issuance of Class A Common Stock. As soon as practicable after the exercise of any Warrant and the clearance of the funds in payment of the Warrant Price (if any), the Company shall issue to the Registered Holder of such Warrant a certificate or certificates, or book entry position, for the number of shares of Class A Common Stock to which he, she or it is entitled, registered in such name or names as may be directed by him, her or it, and if such Warrant shall not have been exercised in full, a new countersigned Warrant, or book entry position, for the number of shares as to which such Warrant shall not have been exercised. Notwithstanding the foregoing, the Company shall not be obligated to deliver any shares of Class A Common Stock pursuant to the exercise of a Warrant and shall have no obligation to settle such Warrant exercise unless a registration statement under the Securities Act with respect to the shares of Class A Common Stock underlying the Warrants is then effective and a prospectus relating thereto is current, subject to the Company’s satisfying its obligations under Section 7.4 or a valid exemption from registration is available. No Warrant shall be exercisable for cash and the Company shall not be obligated to issue the shares of Class A Common Stock upon exercise of a Warrant unless the shares of Class A Common Stock issuable upon such Warrant exercise has been registered, qualified or deemed to be exempt under the securities laws of the state of residence of the Registered Holder of the Warrants. In the event that the condition in the two immediately preceding sentences are not satisfied with respect to a Warrant, the holder of such Warrant shall not be entitled to exercise such Warrant for cash and such Warrant may have no value and expire worthless, in which case the purchaser of a Unit containing such Public Warrants shall have paid the full purchase price for the Unit solely for the shares of Class A Common Stock underlying such Unit. Warrants may not be exercised by, or securities issued to, any Registered Holder in any state in which such exercise would be unlawful. Notwithstanding the foregoing, in no event will the Company be required to net cash settle the Warrant exercise.

Issuance of Class A Common Stock. As soon as practicable after the exercise of any Warrant and the clearance (a) In consideration of the funds agreement set forth in payment Sections 1 and 2 hereof, conditioned upon, immediately prior to, and substantially concurrently with the closing of a Business Combination (the Warrant Price “Closing”): (if any)i) provided the Holder remains in compliance with Sections 1 and 2 hereof, the Company shall issue (the “Share Issuance”) to the Registered Holder (or to a designee elected by the Holder by notice to the Company and approved by the Company (the “Designee”), pursuant to Section 7 hereto) [•] shares of Class A common stock (the “Class A Common Stock”). The Class A Common Stock shall be issued directly to the Holder (or its Designee) in book-entry form on the books and records of the Company’s transfer agent electronically via the Direct Registration System of the Depository Trust Company or in such Warrant a certificate or certificates, or book entry position, other manner as the Company and the Holder shall agree upon Closing; and (ii) as further consideration for the number of shares issuance of Class A Common Stock to which hethe Holder (or its Designee) pursuant to the Share Issuance, she the Holder hereby agrees to pay to the Company, at least one (1) business day prior to the Closing, an amount equal to $0.01 per share of Class A Common Stock issued to the Holder (or it is its Designee) pursuant to the Share Issuance by wire transfer of immediately available funds, to accounts designated by the Company at a financial institution to be chosen by the Company. (b) In connection with the Share Issuance pursuant to Section 3(a), the Holder (or its Designee) shall be entitled, registered with respect to the Class A Common Stock issued to it, to the registration rights set forth in such name or names that certain registration rights agreement, dated as of February 11, 2021 (as may be directed by himamended from time to time, her or itthe “Registration Rights Agreement”), and if such Warrant shall not have been exercised in full, a new countersigned Warrant, or book entry position, for among Social Leverage Acquisition Sponsor I LLC (the number of shares as to which such Warrant shall not have been exercised. Notwithstanding the foregoing“Insider”), the Company and the certain other parties thereto and the Holder shall execute a joinder thereto to become a “Holder” (as defined therein). (c) The Holder (or its Designee, as applicable) shall not be obligated required to deliver any shares of forfeit or transfer the Class A Common Stock pursuant to this Section 3. The Company acknowledges and agrees that any Class A Common Stock received by the exercise Holder (or its Designee) in the Share Issuance shall not be changed as a result of a Warrant and shall have no obligation any earn-outs, forfeitures, transfers, restrictions, amendments or other arrangements agreed to settle such Warrant exercise unless a registration statement under by the Securities Act Insider with respect to the shares of Class A Common Stock underlying the Warrants is then effective and a prospectus relating thereto is current, subject to the Company’s satisfying its obligations under Section 7.4 Class B common stock held by the Insider. (d) If at any time prior to a Business Combination the number of outstanding shares of common stock of the Company is increased or decreased by a valid exemption from registration is available. No Warrant consolidation, combination, split or reclassification of the common stock or other similar event, then, as of the effective date of such consolidation, combination, split, reclassification or similar event, all share numbers referenced in this Agreement shall be exercisable for cash adjusted in proportion to such increase or decrease in outstanding common stock of the Company. (e) The Holder shall, on or prior to the Non—Redemption End Date, execute and deliver to the Company shall not be obligated to issue the shares a completed IRS Form W-9 or Form W-8, as applicable. (f) Notwithstanding any other provision of Class A Common Stock upon exercise of a Warrant unless the shares of Class A Common Stock issuable upon such Warrant exercise has been registered, qualified or deemed to be exempt under the securities laws of the state of residence of the Registered Holder of the Warrants. In the event that the condition in the two immediately preceding sentences are not satisfied with respect to a Warrantthis Agreement, the holder Company and any of such Warrant its agents and representatives, as applicable, shall not be entitled to exercise deduct and withhold from any amount payable pursuant to this Agreement any such Warrant for cash and such Warrant taxes as may have no value and expire worthless, in which case the purchaser of a Unit containing such Public Warrants shall have paid the full purchase price for the Unit solely for the shares of Class A Common Stock underlying such Unit. Warrants may not be exercised by, or securities issued to, any Registered Holder in any state in which such exercise would be unlawful. Notwithstanding the foregoing, in no event will the Company be required to net cash settle be deducted and withheld from such amounts (and any other amounts treated as paid for applicable tax law) under the Warrant exerciseInternal Revenue Code of 1986, as amended, or any other applicable tax law (as determined in good faith by the party so deducting or withholding in its sole discretion). To the extent that any amounts are so deducted and withheld, such deducted and withheld amounts shall be treated for all purposes of this Agreement as having been paid to the person in respect of which such deduction and withholding was made.