Common use of Sponsor Class B Share Lock-up Clause in Contracts

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 (including Cxxxx Xxxxx X. Xxx and Wxxxxxx Xxxxxxx 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 (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 (viiv) of Section 5(a6(a) of this Agreement, subject to the requirement that, in each case, the that these permitted transferee transferees must enter into a written agreement agreeing to be bound by the transfer restrictions set forth in Section 5(a7(a) of this Agreement.