Sponsor Class B Share Lock-up. The Sponsor agrees that it shall not, and shall cause its affiliates and permitted transferees not to, Transfer any Class B Shares or Class A Shares into which such Class B Shares are convertible (the “Sponsor Shares”) until the earliest of (1) one year after the Business Combination Closing and (2) subsequent to a Business Combination, (x) the closing price of the Class A Shares equals or exceeds $12.00 per share (as adjusted for share sub-divisions, share capitalization, reorganizations, recapitalizations and the like) for any twenty (20) trading days within any thirty (30) trading day period commencing at least one hundred and fifty (150) days after the Business Combination Closing or (y) the date following the Business Combination Closing on which the Company completes a liquidation, merger, share exchange or other similar transaction that results in all of the Company’s ordinary shareholders having the right to exchange their ordinary shares of the Company for cash, securities or other property. Notwithstanding the foregoing, the Sponsor, its affiliates and its and their permitted transferees will be permitted to Transfer the Sponsor Shares in accordance with clauses (i) through (viii) of Section 5(a) of this Agreement (applied mutatis mutandis), subject to the requirement that these permitted transferees must enter into a written agreement agreeing to be bound by the transfer restrictions set forth in Section 6(a) of this Agreement.
Sponsor Class B Share Lock-up. The Sponsor agrees that it shall not, and shall cause its affiliates (including Cxxxx X. Xxx and Wxxxxxx X. Xxxxx, XX) and permitted transferees not to, Transfer any Class B Shares or Class A Shares into which such Class B Shares are convertible (the “Sponsor Shares”) until the earliest of (A) with respect to 50% of the Sponsor Shares, one year after the Business Combination Closing, (B) with respect to the remaining 50% of the Sponsor Shares, two years after the Business Combination Closing, and (C) with respect to 100% of the Sponsor Shares, the date following the Business Combination Closing on which the Company completes a liquidation, merger, share exchange or other similar transaction that results in all of the Company’s ordinary shareholders having the right to exchange their ordinary shares of the Company for cash, securities or other property. Notwithstanding the foregoing, the Sponsor, its affiliates and its and their permitted transferees will be permitted to Transfer the Sponsor Shares in accordance with clauses (i) through (vii) of Section 5(a) of this Agreement, subject to the requirement that, in each case, the permitted transferee must enter into a written agreement agreeing to be bound by the transfer restrictions set forth in Section 5(a) of this Agreement.
Sponsor Class B Share Lock-up. The Sponsor agrees that it shall not, and shall cause its affiliates and permitted transferees not to, Transfer any Class B Shares or Class A Shares into which such Class B Shares are convertible (the “Sponsor Shares”) until the earlier of (A) one year after the Business Combination Closing and (B) the date following the Business Combination Closing on which the Company completes a liquidation, merger, share exchange or other similar transaction that results in all of the Company’s ordinary shareholders having the right to exchange their ordinary shares of the Company for cash, securities or other property (the “Sponsor Share Lock-up Period”). Notwithstanding the foregoing, if, subsequent to a Business Combination, the closing price of the Class A Shares equals or exceeds $12.00 per share (as adjusted for share sub-divisions, share capitalization, reorganizations, recapitalizations and the like) for any twenty (20) trading days within any thirty (30) trading day period commencing at least one hundred and fifty (150) days after the Business Combination Closing, the Sponsor Shares (and the Class A Shares into which the Sponsor Shares are convertible) shall be released from the lockup referred to in this Section 7(a).. Notwithstanding the foregoing, the Sponsor, its affiliates and its and their permitted transferees will be permitted to Transfer the Sponsor Shares in accordance with clauses (i) through (viii) of Section 6(a) of this Agreement (applied mutatis mutandis), subject to the requirement that in the cases of clauses (i) through (vi) of Section 6(a), these permitted transferees must enter into a written agreement agreeing to be bound by the transfer restrictions set forth in Section 7(a) of this Agreement.
Sponsor Class B Share Lock-up. The Sponsor agrees that, without the prior written consent of Forward Contract Parties that have committed to purchase more than 50% of the Total Forward Purchase Shares, the Sponsor shall not, and shall cause its controlled affiliates or any Sponsor-Affiliate (as defined below) and their permitted transferees not to, Transfer any Class B Shares or Class A Shares into which such Class B Shares are convertible (or, following a Business Combination, any shares of common stock or other equity security into which the Class A Shares are convertible or reclassified) (the “Sponsor Shares”) until the third anniversary of the Business Combination Closing. Notwithstanding the foregoing, the Sponsor, its affiliates, any Sponsor-Affiliate and their permitted transferees will be permitted to Transfer the Sponsor Shares in accordance with the exceptions set forth in Section 6(a) of this Agreement (subject to the proviso thereof that in the case of clauses (i) through (vi) and clauses (viii) through (xi) of Section 6(a), the permitted transferees must enter into a written agreement agreeing to be bound by the transfer restrictions specified therein). Solely for purposes of the second sentence of this Section 7(b), references in Section 6(a) to the Purchaser shall be deemed to refer to the Sponsor, its affiliates, any Sponsor-Affiliate and their permitted transferees, mutatis mutandis. In addition, the foregoing restrictions in this Section 7(b) shall not apply to:
