Common use of Shares Closing Clause in Contracts

Shares Closing. If a Shares Sale Notice is delivered by Investor to AMAO and Escrow Agent in accordance with Section 1(a), the closing of the sale of the Shares contemplated in each such timely delivered Share Sales Notice (the “Shares Closing”) shall occur no later than five (5) Business Days following the Extended Date (the “Shares Closing Date”). On the Shares Closing Date, the selling Investor shall deliver, or cause to be delivered, the Shares subject to the applicable Shares Sale Notice free and clear of all liens and encumbrances to Escrow Agent and, in exchange therefor, the Escrow Agent and/or AMAO, as applicable, shall deliver to the selling Investor an amount equal to (i) the Shares Purchase Price multiplied by (ii) the number of Shares being sold by such selling Investor (the “Investor Shares Purchase Price”), which Investor Shares Purchase Price shall be paid as follows: (A) $0.25 for each Share being sold by such selling Investor to be delivered by the Escrow Agent by wire transfer of immediately available funds from the Escrow Account (as defined in Section 4(b)(i) hereof) and (B) $10.10 for each Share being sold by such selling Investor to be delivered in the form of a redemption payment from the trustee of the trust account from the closing of AMAO’s initial public offering by wire transfer of immediately available funds from such trust account. The Escrow Agent, or as applicable, the trustee, shall, in accordance with this Section 1(b), release from the Escrow Account to the selling Investor on the Shares Closing Date, for such selling Investor’s use, without restriction, an amount equal to the applicable portion of such Investor’s Investor Shares Purchase Price (calculated in accordance with the preceding sentence), and (ii) promptly deliver such sold Shares to AMAO.

Shares Closing. If a Shares Sale Notice is timely delivered by any Investor to AMAO the Company and Escrow Agent in accordance with Section 1(a)Agent, the closing of the sale of the Shares contemplated in each such timely delivered Share Sales Notice (the “Shares Closing”) shall occur no later than five the three (53) month anniversary of the Business Days following the Extended Combination Closing Date (the “Shares Closing Date”). On the Shares Closing Date, the each selling Investor shall deliver, or cause to be delivered, the Shares (including any Additional Shares) subject to the applicable Shares Sale Notice free and clear of all liens and encumbrances to Escrow Agent and, in exchange therefor, the Escrow Agent and/or AMAO, as applicable, shall deliver to the each such selling Investor Investor(s) an amount equal to (i) the Shares Purchase Price multiplied by (ii) the number of Shares being sold by such selling Investor (with respect to any particular selling Investor, the “Investor Shares Purchase Price”), which Investor Shares Purchase Price shall be paid as follows: (A) $0.25 for each Share being sold by such selling Investor to be delivered by the Escrow Agent by wire transfer of immediately available funds from the Escrow Account (as defined in Section 4(b)(i) hereof) and (B) $10.10 for each Share being sold by such selling Investor to be delivered in the form of a redemption payment from the trustee of the trust account from the closing of AMAO’s initial public offering by wire transfer of immediately available funds from such trust accountAccount. The Escrow Agent, or as applicable, the trustee, Agent shall, in accordance with this Section 1(b)(i) without delay, release from the Escrow Account to the each selling Investor on the Shares Closing Date, for such selling Investor’s use, use without restriction, an amount equal to the applicable portion of such Investor’s Investor Shares Purchase Price (calculated in accordance with the preceding sentence)Price, and (ii) promptly deliver such sold Shares to AMAOthe Company.

Shares Closing. If a Shares Sale Notice is timely delivered by Investor to AMAO the Company and Escrow Agent Agent, or, in accordance with Section 1(a)the event Investor does not deliver a Shares Sales Notice in writing at least five (5) Business Days (as defined herein) prior to the Put Date, the closing of the sale of the Shares contemplated in each such timely delivered Share Sales Notice or then held by the Investor (the “Shares Closing”) shall occur no later than five (5) Business Days following the Extended Date (the “Shares Closing Put Date”). On the Shares Closing Put Date, the each selling Investor shall deliver, or cause to be delivered, the Shares subject to the applicable Shares Sale Notice Notice, or otherwise being sold by such selling Investor to the Company, free and clear of all liens and encumbrances to Escrow Agent and, in exchange therefor, the Escrow Agent and/or AMAO, as applicable, shall deliver to the each such selling Investor Investor(s) an amount equal to (i) the Shares Purchase Price multiplied by (ii) the number of Shares being sold by such selling Investor to the Company (with respect to any particular selling Investor, the “Investor Shares Purchase Price”), which Investor Shares Purchase Price shall be paid as follows: (A) $0.25 for each Share being sold by such selling Investor to be delivered by the Escrow Agent by wire transfer of immediately available funds from the Escrow Account (as defined in Section 4(b)(i) hereof) and (B) $10.10 for each Share being sold by such selling Investor to be delivered in the form of a redemption payment from the trustee of the trust account from the closing of AMAO’s initial public offering by wire transfer of immediately available funds from such trust accountAccount. The Escrow Agent, or as applicable, the trustee, Agent shall, in accordance with this Section 1(b)(i) without delay, release from the Escrow Account to the each selling Investor on the Shares Closing Put Date, for such selling Investor’s use, use without restriction, an amount equal to the applicable portion of such Investor’s Investor Shares Purchase Price (calculated in accordance with the preceding sentence)Price, and (ii) promptly deliver such sold Shares to AMAOthe Company. Upon termination of the agreement governing the terms of the Escrow Account to be established in connection herewith, any interest accrued on the escrowed property shall be promptly released to the Investor. The Put Date may be accelerated by the Investor if (i) the Shares are delisted from a Qualified Exchange, (ii) the Agreement is terminated for any reason after the date redemption requests are due in connection with the stockholder vote to approve the Business Combination, or (iii) during any 30 consecutive trading day period following the closing of the Business Combination, the VWAP Price (as defined below) for 20 trading days during such period shall be less than $3.00 per Share. For purposes of this Agreement, the “VWAP Price” per Share shall be determined for any trading day or any specified trading period using the Rule 10b-18 volume weighted average price per share of Common Stock as reported via a Bloomberg Terminal by searching “WAV <Equity> AQR SEC” (or any successor thereto).

Shares Closing. If a Shares Sale Notice is timely delivered by any Investor to AMAO the Company and Escrow Agent Agent, or, in accordance with Section 1(a)the event any Investor fails to deliver a Shares Sales Notice in writing at least five (5) Business Days (as defined herein) prior to the Put Date, the closing of the sale of the Shares contemplated in each such timely delivered Share Sales Notice or then held by the Investors (the “Shares Closing”) shall occur no later than five (5) Business Days following the Extended Date (the “Shares Closing Put Date”). On the Shares Closing Put Date, the each selling Investor shall deliver, or cause to be delivered, the Shares subject to the applicable Shares Sale Notice Notice, or otherwise being sold by such selling Investor to the Company, free and clear of all liens and encumbrances to Escrow Agent and, in exchange therefor, the Escrow Agent and/or AMAO, as applicable, shall deliver to the each such selling Investor Investor(s) an amount equal to (i) the Shares Purchase Price multiplied by (ii) the number of Shares being sold by such selling Investor to the Company plus that number of Retained Shares comprising Maturity Consideration (with respect to any particular selling Investor, the “Investor Shares Purchase Price”), which Investor Shares Purchase Price shall be paid as follows: (A) $0.25 for each Share being sold by such selling Investor to be delivered by the Escrow Agent by wire transfer of immediately available funds from the Escrow Account (as defined in Section 4(b)(i) hereof) and (B) $10.10 for each Share being sold by such selling Investor to be delivered in the form of a redemption payment from the trustee of the trust account from the closing of AMAO’s initial public offering by wire transfer of immediately available funds from such trust accountAccount. The Escrow Agent, or as applicable, the trustee, Agent shall, in accordance with this Section 1(b)(i) without delay, release from the Escrow Account to the each selling Investor on the Shares Closing Put Date, for such selling Investor’s use, use without restriction, an amount equal to the applicable portion of such Investor’s Investor Shares Purchase Price (calculated in accordance with the preceding sentence)Price, and (ii) promptly deliver such sold Shares to AMAOthe Company. Upon termination of the agreement governing the terms of the Escrow Account to be established in connection herewith, all interest accrued on the escrowed property shall be promptly released to the Investors. The Put Date may be accelerated by the Investor if (i) the Shares are delisted from a Qualified Exchange, (ii) this Agreement is terminated for any reason after the closing of the Business Combination, or (iii) during any 30 consecutive trading day period following the closing of the Business Combination, the VWAP Price (as defined below) for 20 trading days during such period shall be less than $3.00 per Share. For purposes of this Agreement, the “VWAP Price” per Share shall be determined for any trading day or any specified trading period using the Rule 10b-18 volume weighted average price per share of Common Stock as reported via a Bloomberg Terminal by searching “OTEC <Equity> AQR SEC” (or any successor thereto). In addition to the aforementioned cash consideration, on the Put Date, the Investor(s) shall be entitled to the product of (i) any remaining Shares then held by the Investors and (ii) $2.50 (the “Maturity Consideration”). The Investor(s) shall be entitled to retain Shares (the “Retained Shares”) equal to the Maturity Consideration, with the number of shares calculated based on the VWAP Price over the 30 trading days immediately preceding the Put Date. In the event such VWAP Price is below $2.50, the Company shall also register for resale such additional shares of Common Stock representing the difference between the aggregate Maturity Consideration and the Retained Shares (such registration to not be unreasonably withheld) under the Securities Act and deliver such additional shares of Common Stock to the Investor(s) promptly following the effectiveness of such registration statement relating thereto (the “Resale Registration”). If such additional shares of Common Stock to be registered on the Resale Registration equate to 20% or more of the Company’s outstanding shares of Common Stock, then the Company shall use its best efforts to obtain shareholder approval for the issuance of such shares of Common Stock to the extent required by the stock exchange on which the shares of Common Stock are then listed.

Shares Closing. If a Shares Sale Notice is timely delivered by any Investor to AMAO the Company and Escrow Agent in accordance with Section 1(a)Agent, the closing of the sale of the Shares contemplated in each such timely delivered Share Sales Notice (the “Shares Closing”) shall occur no later than five (5) Business Days following the Extended Date (the “Shares Closing Put Date”). On the Shares Closing Put Date, the each selling Investor shall deliver, or cause to be delivered, the Shares subject to the applicable Shares Sale Notice free and clear of all liens and encumbrances to Escrow Agent and, in exchange therefor, the Escrow Agent and/or AMAO, as applicable, shall deliver to the each such selling Investor Investor(s) an amount equal to (i) the Shares Purchase Price multiplied by (ii) the number of Shares being sold by such selling Investor to the Company (with respect to any particular selling Investor, the “Investor Shares Purchase Price”), which Investor Shares Purchase Price shall be paid as follows: (A) $0.25 for each Share being sold by such selling Investor to be delivered by the Escrow Agent by wire transfer of immediately available funds from the Escrow Account (as defined in Section 4(b)(i) hereof) and (B) $10.10 for each Share being sold by such selling Investor to be delivered in the form of a redemption payment from the trustee of the trust account from the closing of AMAO’s initial public offering by wire transfer of immediately available funds from such trust accountAccount. The Escrow Agent, or as applicable, the trustee, Agent shall, in accordance with this Section 1(b)(i) without delay, release from the Escrow Account to the each selling Investor on the Shares Closing Put Date, for such selling Investor’s use, use without restriction, an amount equal to the applicable portion of such Investor’s Investor Shares Purchase Price (calculated in accordance with the preceding sentence)Price, and (ii) promptly deliver such sold Shares to AMAOthe Company. The Put Date may be accelerated by the Investor if (i) the Shares are delisted from The Nasdaq Stock Market or (ii) commencing on the Business Day following the effectiveness of a resale registration statement on Form S-1 to be filed by the Company, as further described in the Registration Statement, during any 30 consecutive trading day period following the closing of the Business Combination, the VWAP Price (as defined below) for 20 trading days during such period shall be less than $5.00 per Share. For purposes of this Agreement, the “VWAP Price” per Share shall be determined for any trading day (or any trading period) via a Bloomberg Terminal by searching “ACTD <Equity> AQR SEC” (or any successor thereto) (the “VWAP Price”).