Common use of Issuance of Purchaser Ordinary Shares Clause in Contracts

Issuance of Purchaser Ordinary Shares. As of the Closing Date, Purchaser shall issue an aggregate of four million five hundred thousand (4,500,000) Purchaser Ordinary Shares (comprised of nine hundred thousand (900,000) Class A Purchaser Ordinary Shares and three million six hundred thousand (3,600,000) Class B Purchaser Ordinary Shares as provided herein), which amount represents the sum of (i) the Closing Payment Shares (4,050,000) and (ii) the Holdback Shares (450,000). At the Closing, Purchaser shall deliver the Closing Payment Shares to the Shareholders (in such denominations and proportions as are provided in Schedule A) and shall retain the Holdback Shares (also referred to as the “Exchange Fund”). Purchaser shall pay all or a portion of the Holdback Shares in accordance with the terms of this Agreement. In the event that any Holdback Shares are surrendered back to Purchaser for indemnity obligations, the Holdback Shares so surrendered shall be cancelled by Purchaser. The Exchange Fund shall not be used for any other purpose other than as contemplated by this Agreement.”

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nova Vision Acquisition Corp)

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Issuance of Purchaser Ordinary Shares. As of the Closing Date, Purchaser shall issue an aggregate of four five million five hundred thousand (4,500,0005,000,000) Purchaser Ordinary Shares (comprised of nine one million four hundred thousand (900,0001,400,000) Class A Purchaser Ordinary Shares and three million six hundred thousand (3,600,000) Class B Purchaser Ordinary Shares as provided herein), which amount represents the sum of (i) the Closing Payment Shares (4,050,0004,550,000) and (ii) the Holdback Shares (450,000). At the Closing, Purchaser shall deliver the Closing Payment Shares to the Shareholders (in such denominations and proportions as are provided in Schedule A) and shall retain the Holdback Shares (also referred to as the “Exchange Fund”). Purchaser shall pay all or a portion of the Holdback Shares in accordance with the terms of this Agreement. In the event that any Holdback Shares are surrendered back to Purchaser for indemnity obligations, the Holdback Shares so surrendered shall be cancelled by Purchaser. The Exchange Fund shall not be used for any other purpose other than as contemplated by this Agreement.”

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nova Vision Acquisition Corp)

Issuance of Purchaser Ordinary Shares. As of the Closing Date, Purchaser shall issue an aggregate of four fifteen million five hundred thousand (4,500,00015,000,000) Purchaser Ordinary Shares (comprised of nine hundred thousand three million (900,0003,000,000) Class A Purchaser Ordinary Shares and three twelve million six hundred thousand (3,600,00012,000,000) Class B Purchaser Ordinary Shares as provided herein), which amount represents the sum of (i) the Closing Payment Shares (4,050,000) and 6,000,000), (ii) the Holdback Shares (450,0001,500,000) and (iii) the maximum attainable number of the Earnout Shares (7,5000,000). At the Closing, Purchaser shall deliver the Closing Payment Shares to the Shareholders (in such denominations and proportions as are provided in Schedule A) and shall retain the Holdback aggregate number of Purchaser Ordinary Shares represented by clauses (also referred to as ii) and (iii) of this Section 4.2(b) (such Purchaser Ordinary Shares, the “Exchange Fund”). Purchaser shall pay all or a portion of the Earnout Shares and the Holdback Shares in accordance with the terms of this Agreement. In the event that (x) less than all the Earnout Shares are paid to the Shareholders and/or (y) any Holdback Shares are surrendered back to Purchaser for indemnity obligations, the Earnout Shares not so paid and/or the Holdback Shares so surrendered shall will be cancelled by Purchaser. The Exchange Fund shall not be used for any other purpose other than as contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nova Vision Acquisition Corp)

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Issuance of Purchaser Ordinary Shares. As of the Closing Date, Purchaser shall issue an aggregate of six million four million five hundred thousand (4,500,0006,400,000) Purchaser Ordinary Shares (comprised of nine hundred thousand (900,000) 2,800,000 Class A Purchaser Ordinary Shares and three million six hundred thousand (3,600,000) 3,600,000 Class B Purchaser Ordinary Shares as provided herein), which amount represents the sum of (i) the Closing Payment Shares (4,050,0005,950,000) and (ii) the Holdback Shares (450,000). At the Closing, Purchaser shall deliver the Closing Payment Shares to the Shareholders (in such denominations and proportions as are provided in Schedule A) and shall retain the Holdback Shares (also referred to as the “Exchange Fund”). Purchaser shall pay all or a portion of the Holdback Shares in accordance with the terms of this Agreement. In the event that any Holdback Shares are surrendered back to Purchaser for indemnity obligations, the Holdback Shares so surrendered shall be cancelled by Purchaser. The Exchange Fund shall not be used for any other purpose other than as contemplated by this Agreement.”

Appears in 1 contract

Samples: Original Merger (Nova Vision Acquisition Corp)

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