Common use of Most Favored Nation Clause in Contracts

Most Favored Nation. In the event the Sponsor or SUAC has entered into or enters into one or more other non-redemption agreements before or after the execution of this Agreement in connection with the Meeting (each, an “Other Agreement”, and the counterparty thereto, an “Other Investor”), the Sponsor and SUAC represent and covenant that the terms of such other agreements are not materially more favorable to such other investors thereunder than the terms of this Agreement are in respect of the Investor. To avoid doubt, the Sponsor and SUAC acknowledge and agree that a ratio of Investor Shares to Assigned Securities in any Other Agreement that is more favorable to the applicable Other Investor than such ratio in this Agreement is to Investor would be materially more favorable to such Other Investor. In the event that another investor is afforded any such more favorable terms than the Investor, the Sponsor shall promptly inform the Investor of such more favorable terms in writing, and the Investor shall have the right to elect to have such more favorable terms included herein, in which case the parties hereto shall promptly amend this Agreement to effect the same.

Most Favored Nation. In the event the SPAC or Sponsor or SUAC has entered into or enters into one or more other non-redemption agreements before or after the execution of this Agreement in connection with the Meeting (eachMeeting, an “Other Agreement”, SPAC represents and the counterparty thereto, an “Other Investor”), the Sponsor and SUAC represent and covenant covenants that the terms of such other agreements are not materially more favorable to such other investors thereunder than the terms of this Agreement are in respect of the Investor. To avoid For the avoidance of doubt, the Sponsor SPAC acknowledges and SUAC acknowledge and agree agrees that a ratio of Investor Shares to Assigned Securities Promote Shares (or the equivalent thereof) in any Other Agreement such other agreement that is more favorable to the applicable Other Investor any other party to such other agreement than such ratio in this Agreement is to Investor would be materially more favorable to such Other Investorother party. In the event that another investor is afforded any such more favorable terms than the Investor, the Sponsor SPAC shall promptly inform the Investor of such more favorable terms in writing, and the Investor shall have the right to elect to have such more favorable terms included herein, in which case the parties hereto shall promptly amend this Agreement to effect the same.

Most Favored Nation. In the event the Sponsor or SUAC Cactus has entered into or enters into one or more other non-redemption agreements before or after the execution of this Agreement in connection with the Meeting (each, an “Other Agreement”, and the counterparty party thereto, an “Other Investor”), the Sponsor and SUAC Cactus represent and covenant that the terms of such other agreements are not materially more favorable to such other investors thereunder than the terms of this Agreement are in respect of the Investor. To avoid For the avoidance of doubt, the Sponsor and SUAC Cactus acknowledge and agree that a ratio of Investor Shares to Assigned Securities in any such Other Agreement that is more favorable to the applicable such Other Investor than such ratio in this Agreement is to Investor would be materially more favorable to such Other Investor. In the event that another investor is afforded any such more favorable terms than the Investor, the Sponsor shall promptly inform the Investor of such more favorable terms in writing, and the Investor shall have the right to elect to have such more favorable terms included herein, in which case the parties hereto shall promptly amend this Agreement to effect the same.

Most Favored Nation. In the event the Sponsor or SUAC BFAC has entered into or enters into one or more other non-redemption agreements before or after the execution of this Agreement in connection with the Meeting (each, an “Other Agreement”, and the counterparty thereto, an “Other Investor”)Meeting, the Sponsor and SUAC BFAC represent and covenant that the terms of such other agreements are not materially more favorable in the aggregate to such other investors thereunder than the terms of this Agreement are in respect of the Investor. To avoid For the avoidance of doubt, the Sponsor and SUAC BFAC hereby acknowledge and agree that a ratio of Investor Shares to Assigned Securities in any Other Agreement such other non-redemption agreement that is more favorable to the applicable Other Investor any other investor party to such other agreement than such ratio in this Agreement is to Investor would be materially more favorable to such Other Investorother investor. In the event that another investor is afforded any such more favorable terms than the Investor, the Sponsor shall promptly inform the Investor of such more favorable terms in writing, and the Investor shall have the right to elect to have such more favorable terms included herein, in which case the parties hereto shall promptly amend this Agreement to effect the same.

Most Favored Nation. In the event the Sponsor or SUAC GPAC II has entered into or enters into one or more other non-redemption agreements before or after the execution of this Agreement in connection with the Meeting (each, an “Other Agreement”, and the counterparty thereto, an “Other Investor”), the Sponsor and SUAC GPAC II represent and covenant that the terms of such other agreements are not materially more favorable to such other investors thereunder than the terms of this Agreement are in respect of the Investor. To avoid doubt, the Sponsor and SUAC GPAC II acknowledge and agree that a ratio of Investor Shares to Assigned Securities in any Other Agreement that is more favorable to the applicable Other Investor than such ratio in this Agreement is to Investor would be materially more favorable to such Other Investor. In the event that another investor is afforded any such more favorable terms than the Investor, the Sponsor shall promptly inform the Investor of such more favorable terms in writing, and the Investor shall have the right to elect to have such more favorable terms included herein, in which case the parties hereto shall promptly amend this Agreement to effect the same.

Most Favored Nation. In the event the Sponsor or SUAC ExcelFin has entered into or enters into one or more other non-redemption agreements before or after the execution of this Agreement in connection with the Meeting (each, an “Other Agreement”” and, and the counterparty Company stockholder party thereto, an “Other Investor”), the Sponsor and SUAC ExcelFin represent and covenant that the terms of such other agreements are not materially more favorable to such other investors thereunder than the terms of this Agreement are in respect of the Investor. To avoid For the avoidance of doubt, the Sponsor and SUAC the Company acknowledge and agree that a ratio of Investor Shares to Assigned Securities in any such Other Agreement that is more favorable to the applicable such Other Investor than such ratio in this Agreement is to Investor would be materially more favorable to such Other Investor. In the event that another investor is afforded any such more favorable terms than the Investor, the Sponsor shall promptly inform the Investor of such more favorable terms in writing, and the Investor shall have the right to elect to have such more favorable terms included herein, in which case the parties hereto shall promptly amend this Agreement to effect the same.

Most Favored Nation. In the event the Sponsor Insider or SUAC the Company has entered into or enters into one or more other non-redemption agreements before or after the execution of this Agreement in connection with the Meeting (eachMeeting, an “Other Agreement”, the Insider and the counterparty thereto, an “Other Investor”), the Sponsor and SUAC Company represent and covenant that the terms of such other agreements are not materially more favorable in the aggregate to such other investors thereunder than the terms of this Agreement are in respect of the Investor. To avoid For the avoidance of doubt, the Sponsor Insider and SUAC the Company hereby acknowledge and agree that a ratio of Investor Shares to Assigned Securities in any Other Agreement such other non-redemption agreement that is more favorable to the applicable Other Investor any other investor party to such other agreement than such ratio in this Agreement is to Investor would be materially more favorable to such Other Investorother investor. In the event that another investor is afforded any such more favorable terms than the Investor, the Sponsor Insider shall promptly inform the Investor of such more favorable terms in writing, and the Investor shall have the right to elect to have such more favorable terms included herein, in which case the parties hereto shall promptly amend this Agreement to effect the same.

Most Favored Nation. In the event the Sponsor or SUAC has entered into or enters into one or more other non-redemption agreements before or after the execution of this Agreement in connection with the Meeting (each, an “Other Agreement”, and the counterparty thereto, an “Other Investor”)Meeting, the Sponsor and SUAC represent and covenant represents that the terms of such other agreements are not materially more favorable to such other investors thereunder than the terms of this Agreement are in respect of the Investor. To avoid doubt, the Sponsor acknowledges and SUAC acknowledge and agree agrees that a ratio of Assigned Shares to Investor Shares to Assigned Securities in any Other Agreement other non-redemption agreements in connection with the Meeting that is more favorable to such other investors thereunder than the applicable Other Investor than such ratio in this Agreement is to the Investor would be materially more favorable to such Other Investorother investors. In the event that another investor is afforded any such more favorable terms ratio pursuant to such non-redemption agreement than the Investor, the Sponsor shall promptly inform the Investor of such more favorable terms in writingwriting within one (1) business day, and the Investor shall have the right to elect to have such more favorable terms included herein, in which case the parties hereto shall promptly amend this Agreement shall automatically be amended to effect the same.

Most Favored Nation. In the event the Sponsor or SUAC has entered into or SPAC enters into one or more other non-redemption agreements before or after the execution of this Agreement in connection with the Meeting (each, an “Other Agreement”, and the counterparty SPAC stockholder party thereto, an “Other Investor”), the Sponsor and SUAC SPAC represent and covenant that the terms of such other agreements Other Agreements are or will not be materially more favorable to such other investors thereunder Other Investor than the terms of this Agreement are in respect of the Investor. To avoid For the avoidance of doubt, the Sponsor and SUAC SPAC acknowledge and agree that a ratio of Investor Shares to Assigned Securities in any other such Other Agreement that is more favorable to the applicable such Other Investor than such ratio in this Agreement is to Investor would be materially more favorable to such Other Investor. In the event that another investor any Other Investor is afforded any such more favorable terms than the Investor, the Sponsor shall promptly inform the Investor of such more favorable terms in writing, and the Investor shall have the right to elect to have such more favorable terms included herein, in which case the parties hereto shall promptly amend this Agreement to effect the same.

Most Favored Nation. In the event the Sponsor or SUAC the Company has entered into or enters into one or more other non-redemption agreements before or after the execution of this Agreement in connection with the Meeting (each, an “Other Agreement”, and the counterparty thereto, an “Other Investor”)Meeting, the Sponsor and SUAC the Company represent and covenant that the terms of such other agreements are not materially more favorable in the aggregate to such other investors thereunder than the terms of this Agreement are in respect of the Investor. To avoid For the avoidance of doubt, the Sponsor and SUAC the Company hereby acknowledge and agree that a ratio of Investor Shares to Assigned Securities in any Other Agreement such other non-redemption agreement that is more favorable to the applicable Other Investor any other investor party to such other agreement than such ratio in this Agreement is to Investor would be materially more favorable to such Other Investorother investor. In the event that another investor is afforded any such more favorable terms than the Investor, the Sponsor shall promptly inform the Investor of such more favorable terms in writing, and the Investor shall have the right to elect to have such more favorable terms included herein, in which case the parties hereto shall promptly amend this Agreement to effect the same.

Most Favored Nation. In the event the Sponsor or SUAC PWUP has entered into or enters into one or more other non-redemption agreements before or after the execution of this Agreement in connection with the Meeting (each, an “Other Agreement”, and the counterparty thereto, an “Other Investor”)Meeting, the Sponsor and SUAC PWUP represent and covenant that the terms of such other agreements are not materially more favorable in the aggregate to such other investors thereunder than the terms of this Agreement are in respect of the Investor. To avoid For the avoidance of doubt, the Sponsor and SUAC PWUP hereby acknowledge and agree that a ratio of Investor Shares to Assigned Securities in any Other Agreement such other non-redemption agreement that is more favorable to the applicable Other Investor any other investor party to such other agreement than such ratio in this Agreement is to Investor would be materially more favorable to such Other Investorother investor. In the event that another investor is afforded any such more favorable terms than the Investor, the Sponsor Insider shall promptly inform the Investor of such more favorable terms in writing, and the Investor shall have the right to elect to have such more favorable terms included herein, in which case the parties hereto shall promptly amend this Agreement to effect the same.

Most Favored Nation. In the event the Sponsor or SUAC has entered into or SPAC enters into one or more other non-redemption agreements before or after the execution of this Agreement in connection with the Meeting (each, an “Other Agreement”, and the counterparty thereto, an “Other Investor”)Meeting, the Sponsor and SUAC SPAC represent and covenant that the terms of such other agreements are not materially more favorable to such other investors thereunder than the terms of this Agreement are in respect of the Investor. To avoid doubt, the Sponsor and SUAC acknowledge and agree that a ratio of Investor Shares to Assigned Securities in any Other Agreement that is more favorable to the applicable Other Investor than such ratio in this Agreement is to Investor would be materially more favorable to such Other Investor. In the event that another investor is afforded any such more favorable terms than the Investor, the Sponsor shall promptly inform the Investor of such more favorable terms in writing, and the Investor shall have the right to elect to have such more favorable terms included herein, in which case the parties hereto shall promptly amend this Agreement to effect the same. For the avoidance of doubt, the Sponsor and SPAC acknowledge and agree that the ratio of Assigned Securities to Investor Shares in any such other non-redemption and/or related side letter agreement entered into in connection with the Meeting that is more favorable to any other party to such other agreement than such ratio in this Agreement is to the Investor would be materially more favorable to such other party.

Most Favored Nation. In the event the Sponsor Insider or SUAC BFAC has entered into or enters into one or more other non-redemption agreements before or after the execution of this Agreement in connection with the Meeting (each, an “Other Agreement”, and the counterparty thereto, an “Other Investor”)Meeting, the Sponsor Insider and SUAC BFAC represent and covenant that the terms of such other agreements are not materially more favorable in the aggregate to such other investors thereunder than the terms of this Agreement are in respect of the Investor. To avoid For the avoidance of doubt, the Sponsor Insider and SUAC BFAC hereby acknowledge and agree that a ratio of Investor Shares to Assigned Securities in any Other Agreement such other non-redemption agreement that is more favorable to the applicable Other Investor any other investor party to such other agreement than such ratio in this Agreement is to Investor would be materially more favorable to such Other Investorother investor. In the event that another investor is afforded any such more favorable terms than the Investor, the Sponsor Insider shall promptly inform the Investor of such more favorable terms in writing, and the Investor shall have the right to elect to have such more favorable terms included herein, in which case the parties hereto shall promptly amend this Agreement to effect the same.

Most Favored Nation. In the event the Sponsor or SUAC ARRW has entered into or enters into one or more other non-redemption agreements before or after the execution of this Agreement in connection with the Meeting (each, an “Other Agreement”, and the counterparty thereto, an “Other Investor”)Meeting, the Sponsor and SUAC ARRW represent and covenant that the terms of such other agreements are not materially more favorable in the aggregate to such other investors thereunder than the terms of this Agreement are in respect of the Investor. To avoid For the avoidance of doubt, the Sponsor and SUAC ARRW hereby acknowledge and agree that a ratio of Investor Shares to Assigned Securities New Shares in any Other Agreement such other non-redemption agreement that is more favorable to the applicable Other Investor any other investor party to such other agreement than such ratio in this Agreement is to Investor would be materially more favorable to such Other Investorother investor. In the event that another investor is afforded any such more favorable terms than the Investor, the Sponsor shall promptly inform the Investor of such more favorable terms in writingwriting (email being sufficient), and the Investor shall have the right to elect to have such more favorable terms included herein, in which case the parties hereto shall promptly amend this Agreement to effect the same.

Most Favored Nation. In the event the Sponsor or SUAC has entered into or XXXX enters into one or more other non-redemption agreements before or after the execution of this Agreement in connection with the Meeting (each, an “Other Agreement”, and the counterparty XXXX stockholder party thereto, an “Other Investor”), the Sponsor and SUAC XXXX represent and covenant that the terms of such other agreements Other Agreements are or will not be materially more favorable to such other investors thereunder Other Investor than the terms of this Agreement are in respect of the Investor. To avoid For the avoidance of doubt, the Sponsor and SUAC XXXX acknowledge and agree that a ratio of Investor Shares to Assigned Securities in any other such Other Agreement that is more favorable to the applicable such Other Investor than such ratio in this Agreement is to Investor would be materially more favorable to such Other Investor. In the event that another investor any Other Investor is afforded any such more favorable terms than the Investor, the Sponsor shall promptly inform the Investor of such more favorable terms in writing, and the Investor shall have the right to elect to have such more favorable terms included herein, in which case the parties hereto shall promptly amend this Agreement to effect the same.

Most Favored Nation. In the event the Sponsor or SUAC has entered into or SPAC enters into one or more other similar voting and non-redemption agreements with any other investor before or after the execution of this Agreement in connection with the Meeting Approval of the Extension (each, an “Other Agreement”, and the counterparty thereto, an “Other InvestorAgreements”), the Sponsor and SUAC represent and covenant SPAC represents that the terms of such other agreements Other Agreements are not materially more favorable to such other investors thereunder than the terms of this Agreement are in respect of Stockholder. For the Investor. To avoid avoidance of doubt, the Sponsor SPAC acknowledges and SUAC acknowledge and agree agrees that a ratio of Investor Non-Redeemed Shares to the Assigned Securities in issuable under any Other Agreement that is more favorable to such other investors thereunder than the applicable Other Investor than such ratio in this Agreement is to Investor Stockholder would be materially more favorable to such Other Investorother investors. In the event that another investor is afforded any such more favorable terms pursuant to such Other Agreement than the InvestorStockholder, the Sponsor SPAC shall promptly inform the Investor Stockholder of such more favorable terms in writing, and the Investor Stockholder shall have the right to elect to have such more favorable terms included herein, in which case the parties hereto shall promptly amend this Agreement shall automatically be amended to effect the same.

Most Favored Nation. In the event the Sponsor or SUAC SHAP has entered into or enters into one or more other non-redemption agreements before or after the execution of this Agreement in connection with the Meeting (each, an “Other Agreement”, and the counterparty thereto, an “Other Investor”), the Sponsor and SUAC SHAP represent and covenant that the terms of such other agreements are not materially more favorable to such other investors thereunder than the terms of this Agreement are in respect of the Investor. To avoid doubt, the Sponsor and SUAC SHAP acknowledge and agree that a ratio of Investor Shares to Assigned Securities in any Other Agreement that is more favorable to the applicable Other Investor than such ratio in this Agreement is to Investor would be materially more favorable to such Other Investor. In the event that another investor is afforded any such more favorable terms than the Investor, the Sponsor shall promptly inform the Investor of such more favorable terms in writing, and the Investor shall have the right to elect to have such more favorable terms included herein, in which case the parties hereto shall promptly amend this Agreement to effect the same.

Most Favored Nation. In the event the Sponsor or SUAC has entered into or PWUP enters into one or more other non-redemption agreements before or after the execution of this Agreement in connection with the Meeting (each, an “Other Agreement”, and the counterparty thereto, an “Other Investor”)Meeting, the Sponsor and SUAC represent and covenant represents that the terms of such other agreements are not materially more favorable to such other investors thereunder than the terms of this Agreement are in respect of the Investor. To avoid For the avoidance of doubt, PWUP and the Sponsor and SUAC acknowledge and agree that a ratio of Investor Shares to Assigned Securities in any Other Agreement such other agreement in connection with the Extension that is more favorable to the applicable Other Investor such other investors thereunder than such ratio in this Agreement is to the Investor would be materially more favorable to such Other Investorother investors. In the event that another investor is afforded any such materially more favorable terms than the Investor, the Sponsor shall promptly inform the Investor of such more favorable terms in writing, and the Investor Investors shall have the right to elect to have such more favorable terms included herein, in which case the parties hereto shall promptly amend this Agreement to effect the same.

Most Favored Nation. In the event the Sponsor Sponsor, CB Co-Investment or SUAC has entered into or CBRG enters into one or more other non-redemption agreements before or after the execution of this Agreement in connection with the Meeting (each, an “Other Agreement”, and the counterparty thereto, an “Other Investor”)Meeting, the Sponsor Sponsor, CB Co-Investment and SUAC CBRG represent and covenant that the terms of such other agreements are not materially more favorable to such other investors thereunder than the terms of this Agreement are in respect of the Investor. To avoid For the avoidance of doubt, the Sponsor Sponsor, CB Co-Investment and SUAC CBRG acknowledge and agree that a ratio of Investor Shares to Assigned Securities in any Other Agreement such other agreement that is more favorable to the applicable Other Investor any other party to such other agreement than such ratio in this Agreement is to Investor would be materially more favorable to such Other Investorother party. In the event that another investor is afforded any such more favorable terms than the Investor, the Sponsor or CB Co-Investment, as applicable, shall promptly inform the Investor of such more favorable terms in writing, and the Investor shall have the right to elect to have such more favorable terms included herein, in which case the parties hereto shall promptly amend this Agreement to effect the same.

Most Favored Nation. In the event the Sponsor or SUAC Altitude has entered into or enters into one or more other non-redemption agreements before or after the execution of this Agreement in connection with the Meeting (each, an “Other Agreement”, and the counterparty thereto, an “Other Investor”)Meeting, the Sponsor and SUAC Altitude represent and covenant that the terms of such other agreements are not materially more favorable in the aggregate to such other investors thereunder than the terms of this Agreement are in respect of the Investor. To avoid For the avoidance of doubt, the Sponsor and SUAC Altitude hereby acknowledge and agree that a ratio of Investor Shares to Assigned Securities New Shares in any Other Agreement such other non-redemption agreement that is more favorable to the applicable Other Investor any other investor party to such other agreement than such ratio in this Agreement is to Investor would be materially more favorable to such Other Investorother investor. In the event that another investor is afforded any such more favorable terms than the Investor, the Sponsor shall promptly inform the Investor of such more favorable terms in writingwriting (email being sufficient), and the Investor shall have the right to elect to have such more favorable terms included herein, in which case the parties hereto shall promptly amend this Agreement to effect the same.

Most Favored Nation. In the event the Sponsor Company or SUAC has entered into or enters into Xx. Xxxxxxx enter one or more other non-redemption agreements before or after the execution of this Agreement in connection with the Meeting (each, an “Other Agreement”, and the counterparty thereto, an “Other Investor”)Business Combination, the Sponsor Company and SUAC Xx. Xxxxxxx represent and covenant that the terms of such other agreements are not materially more favorable in any respect to such other investors thereunder than the terms of this Agreement are in respect of the Investor. To avoid For the avoidance of doubt, the Sponsor Company and SUAC Xx. Xxxxxxx acknowledge and agree that a ratio of Investor Shares to Assigned Securities in any Other Agreement such other agreement that is more favorable to the applicable Other Investor any other party to such other agreement than such ratio in this Agreement is to Investor would be materially more favorable to such Other Investorother party. In the event that another investor is afforded any such more favorable terms than the Investor, the Sponsor Company and Xx. Xxxxxxx shall promptly inform the Investor of such more favorable terms in writing, and the Investor shall have the right to elect to have such more favorable terms included herein, in which case the parties hereto shall promptly amend this Agreement to effect the same.

Most Favored Nation. In the event the Sponsor Insider or SUAC MITA has entered into or enters into one or more other non-redemption agreements before or after the execution of this Agreement in connection with the Meeting (each, an “Other Agreement”, and the counterparty thereto, an “Other Investor”)Meeting, the Sponsor Insider and SUAC MITA represent and covenant that the terms of such other agreements are not materially more favorable in the aggregate to such other investors thereunder than the terms of this Agreement are in respect of the Investor. To avoid For the avoidance of doubt, the Sponsor Insider and SUAC MITA hereby acknowledge and agree that a ratio of Investor Shares to Assigned Securities New Shares in any Other Agreement such other non-redemption agreement that is more favorable to the applicable Other Investor any other investor party to such other agreement than such ratio in this Agreement is to Investor would be materially more favorable to such Other Investorother investor. In the event that another investor is afforded any such more favorable terms than the Investor, the Sponsor Insider shall promptly inform the Investor of such more favorable terms in writingwriting (email being sufficient), and the Investor shall have the right to elect to have such more favorable terms included herein, in which case the parties hereto shall promptly amend this Agreement to effect the same.

Most Favored Nation. In the event the Sponsor or SUAC PRLH has entered into or enters into one or more other non-redemption agreements before or after the execution of this Agreement in connection with the Meeting (each, an “Other Agreement”, and the counterparty party thereto, an “Other Investor”), the Sponsor PRLH represents and SUAC represent and covenant covenants that the terms of such other agreements Other Agreements are not materially more favorable to such other investors thereunder than the terms of this Agreement are in respect of the Investor. To avoid For the avoidance of doubt, the Sponsor PRLH acknowledges and SUAC acknowledge and agree agrees that a ratio of Investor Shares to Assigned Issued Securities in any such Other Agreement Agreements that is more favorable to the applicable any such Other Investor than such ratio in this Agreement is to Investor would be materially more favorable to such Other Investor. In the event that another investor is afforded any such more favorable terms than the Investor, the Sponsor PRLH shall promptly inform the Investor of such more favorable terms in writing, and the Investor shall have the right to elect to have such more favorable terms included herein, in which case the parties hereto shall promptly amend this Agreement to effect the same.