Stop Transfer Order; Legend. Each Sponsor Person hereby authorizes Trebia to maintain a copy of this Sponsor Agreement at either or both of the executive office or the registered office of Trebia. In furtherance of this Sponsor Agreement, each Sponsor Person hereby authorizes Trebia, promptly after the date hereof, to enter, or cause its transfer agent to enter, a stop transfer order with respect to all of such Sponsor Person’s Covered Shares with respect to any Transfer not permitted hereunder and to include the following legend on any certificates or other instruments representing such Sponsor Person’s Covered Shares: “THE SHARES OF STOCK OR OTHER SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO CERTAIN VOTING AND TRANSFER RESTRICTIONS PURSUANT TO THAT CERTAIN SPONSOR AGREEMENT, DATED AS OF JUNE 28, 2021, BY AND AMONG TREBIA ACQUISITION CORP., A CAYMAN ISLANDS EXEMPTED COMPANY, BGPT TREBIA LP, A CAYMAN ISLANDS EXEMPTED LIMITED PARTNERSHIP, TRASIMENE TREBIA, LP, A DELAWARE LIMITED PARTNERSHIP, S1 HOLDCO LLC, A DELAWARE LIMITED LIABILITY COMPANY, SYSTEM1 SS PROTECT HOLDINGS, INC., A DELAWARE CORPORATION, AND THE OTHER SIGNATORIES THERETO. ANY TRANSFER OF SUCH SHARES OF STOCK OR OTHER SECURITIES IN VIOLATION OF THE TERMS AND PROVISIONS OF SUCH SPONSOR AGREEMENT SHALL BE NULL AND VOID AB INITIO AND HAVE NO FORCE OR EFFECT WHATSOEVER.”
Appears in 3 contracts
Samples: Sponsor Agreement (Trebia Acquisition Corp.), Sponsor Agreement (Trebia Acquisition Corp.), Sponsor Agreement (Cannae Holdings, Inc.)
Stop Transfer Order; Legend. Each Sponsor Person hereby authorizes Trebia Purchaser and New Pubco to maintain a copy of this Sponsor Agreement at either or both of the executive office or the registered office of TrebiaPurchaser. In furtherance of this Sponsor Agreement, each Sponsor Person hereby authorizes Trebiaand will instruct Purchaser and New Pubco, promptly after the date hereof, to enter, or cause its transfer agent to enter, a stop transfer order with respect to all of such Sponsor Person’s Covered Shares with respect to any Transfer not permitted hereunder and to include the following legend on any certificates or other instruments representing (or any notice given pursuant to Section 151(f) of the General Corporation Law of the State of Delaware in respect of) such Sponsor PersonSponsor’s Covered Shares: “THE SHARES OF STOCK OR OTHER SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO CERTAIN VOTING AND TRANSFER RESTRICTIONS PURSUANT TO THAT CERTAIN SPONSOR AGREEMENT, DATED AS OF JUNE 28OCTOBER 12, 20212020, BY AND AMONG TREBIA REPLAY ACQUISITION CORP., A CAYMAN ISLANDS EXEMPTED COMPANY, BGPT TREBIA LP, A CAYMAN ISLANDS EXEMPTED LIMITED PARTNERSHIP, TRASIMENE TREBIA, LPFINANCE OF AMERICA COMPANIES INC., A DELAWARE LIMITED PARTNERSHIPCORPORATION, S1 HOLDCO FINANCE OF AMERICA EQUITY CAPITAL LLC, A DELAWARE LIMITED LIABILITY COMPANY, SYSTEM1 SS PROTECT HOLDINGSREPLAY SPONSOR, INC.LLC, A DELAWARE CORPORATIONLIMITED LIABILITY COMPANY, AND THE CERTAIN OTHER SIGNATORIES PERSONS PARTY THERETO. ANY TRANSFER OF SUCH SHARES OF STOCK OR OTHER SECURITIES IN VIOLATION OF THE TERMS AND PROVISIONS OF SUCH SPONSOR AGREEMENT SHALL BE NULL AND VOID AB INITIO AND HAVE NO FORCE OR EFFECT WHATSOEVER.”
Appears in 3 contracts
Samples: Limited Liability Company Agreement (Replay Acquisition Corp.), Finance of America Companies Inc., Replay Acquisition Corp.
Stop Transfer Order; Legend. Each Sponsor Person SPAC Holder hereby authorizes Trebia SPAC to maintain a copy of this Sponsor Agreement at either or both of the executive office or the registered office of TrebiaSPAC. In furtherance of this Sponsor Agreement, each Sponsor Person SPAC Holder hereby authorizes Trebiaand will instruct SPAC, promptly after the date hereof, to enter, or cause its transfer agent to enter, a stop transfer order with respect to all of such Sponsor PersonSPAC Holder’s Covered Shares SPAC Securities with respect to any Transfer not permitted hereunder and to include the following legend on any certificates or other instruments representing (or any notice given pursuant to the laws of the Cayman Islands in respect of) such Sponsor PersonSPAC Holder’s Covered SharesSPAC Securities: “THE SHARES OF STOCK OR OTHER SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO CERTAIN VOTING AND TRANSFER RESTRICTIONS PURSUANT TO THAT CERTAIN SPONSOR STOCKHOLDER SUPPORT AGREEMENT, DATED AS OF JUNE 2813, 20212022, BY AND AMONG TREBIA MACARTHUR COURT ACQUISITION CORP., A CAYMAN ISLANDS EXEMPTED COMPANYEXCELERA DCE, BGPT TREBIA LPFUTURE HEALTH ESG CORP., A CAYMAN ISLANDS EXEMPTED LIMITED PARTNERSHIPFUTURE HEALTH ESG ASSOCIATES 1, TRASIMENE TREBIA, LP, A DELAWARE LIMITED PARTNERSHIP, S1 HOLDCO LLC, A DELAWARE LIMITED LIABILITY COMPANY, SYSTEM1 SS PROTECT HOLDINGS, INC., A DELAWARE CORPORATION, AND THE CERTAIN OTHER SIGNATORIES PERSONS PARTY THERETO. ANY TRANSFER OF SUCH SHARES OF STOCK OR OTHER SECURITIES IN VIOLATION OF THE TERMS AND PROVISIONS OF SUCH SPONSOR STOCKHOLDER SUPPORT AGREEMENT SHALL BE NULL AND VOID AB INITIO AND HAVE NO FORCE OR EFFECT WHATSOEVER.”
Appears in 1 contract
Samples: Sponsor Stockholder Support Agreement (Future Health ESG Corp.)
Stop Transfer Order; Legend. Each The Sponsor Person hereby authorizes Trebia Acquiror to maintain a copy of this Sponsor Agreement at either or both of the executive office or the registered office of TrebiaAcquiror. In furtherance of this Sponsor Agreement, each the Sponsor Person hereby authorizes Trebiaand will instruct Acquiror, promptly after the date hereof, to enter, or cause its transfer agent to enter, a stop transfer order with respect to all of such Sponsor Personthe Sponsor’s Covered Acquiror Ordinary Shares with respect that are subject to any Transfer not permitted hereunder the transfer restrictions set forth in Section 4, and to include the following legend on any certificates or other instruments representing such Sponsor Person(or any notice given pursuant to the Cayman Companies Act in respect of) the Sponsor’s Covered Acquiror Ordinary Shares: “THE SHARES OF STOCK OR OTHER SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO CERTAIN VOTING AND TRANSFER RESTRICTIONS PURSUANT TO THAT CERTAIN SPONSOR SUPPORT AGREEMENT, DATED AS OF JUNE 28MARCH ___, 20212023, BY AND AMONG TREBIA ACQUISITION CORPBRAIIN LTD., A CAYMAN ISLANDS EXEMPTED COMPANY, BGPT TREBIA LP, A CAYMAN ISLANDS EXEMPTED LIMITED PARTNERSHIP, TRASIMENE TREBIA, LP, A DELAWARE LIMITED PARTNERSHIP, S1 HOLDCO NORTHERN REVIVAL ACQUISITION CORPORATION AND NORTHERN REVIVAL SPONSOR LLC, A DELAWARE LIMITED LIABILITY COMPANY, SYSTEM1 SS PROTECT HOLDINGS, INC., A DELAWARE CORPORATION, AND AS THE OTHER SIGNATORIES THERETOSAME MAY BE AMENDED FROM TIME TO TIME. ANY TRANSFER OF SUCH SHARES OF STOCK OR OTHER SECURITIES IN VIOLATION OF THE TERMS AND PROVISIONS OF SUCH SPONSOR SUPPORT AGREEMENT SHALL BE NULL AND VOID AB INITIO AND HAVE NO FORCE OR EFFECT WHATSOEVER.”” Exhibit A-6
Appears in 1 contract
Samples: Business Combination Agreement (NORTHERN REVIVAL ACQUISITION Corp)
Stop Transfer Order; Legend. Each Sponsor Person hereby authorizes Trebia VOSO and the Company to maintain a copy of this Sponsor Agreement at either or both of the executive office or the registered office of Trebiathe Company. In furtherance of this Sponsor Agreement, each Sponsor Person hereby authorizes TrebiaVOSO and the Company, promptly after the date hereof, to enter, or cause its transfer agent to enter, a stop transfer order with respect to all of such Sponsor Person’s Covered Shares with respect to any Transfer not permitted hereunder and to include the following legend on any certificates or other instruments representing such Sponsor Person’s Covered Shares: “THE SHARES OF STOCK OR OTHER SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO CERTAIN VOTING AND TRANSFER RESTRICTIONS PURSUANT TO THAT CERTAIN SPONSOR AGREEMENT, DATED AS OF JUNE MAY 28, 2021, BY AND AMONG TREBIA ACQUISITION CORP., A CAYMAN ISLANDS EXEMPTED COMPANY, BGPT TREBIA LP, A CAYMAN ISLANDS EXEMPTED LIMITED PARTNERSHIP, TRASIMENE TREBIA, LPVOSO, A DELAWARE LIMITED PARTNERSHIPCORPORATION, S1 HOLDCO LLCWEJO GROUP LIMITED, A DELAWARE LIMITED LIABILITY COMPANYCOMPANY INCORPORATED UNDER THE LAWS OF BERMUDA, SYSTEM1 SS PROTECT HOLDINGSYELLOWSTONE MERGER SUB, INC., A DELAWARE CORPORATIONCORPORATION AND DIRECT, WHOLLY-OWNED SUBSIDIARY OF THE COMPANY, WEJO BERMUDA LIMITED, AN EXEMPTED COMPANY LIMITED BY SHARES INCORPORATED UNDER THE LAWS OF BERMUDA, WEJO, A PRIVATE LIMITED COMPANY INCORPORATED UNDER THE LAWS OF ENGLAND AND WALES WITH COMPANY NUMBER 08813730, AND THE OTHER SIGNATORIES THERETO. ANY TRANSFER OF SUCH SHARES OF STOCK OR OTHER SECURITIES IN VIOLATION OF THE TERMS AND PROVISIONS OF SUCH SPONSOR AGREEMENT SHALL BE NULL AND VOID AB INITIO AND HAVE NO FORCE OR EFFECT WHATSOEVER.”
Appears in 1 contract
Samples: Virtuoso Acquisition Corp.
Stop Transfer Order; Legend. Each Sponsor Person SPAC Holder hereby authorizes Trebia SPAC and Holdco to maintain a copy of this Sponsor Agreement at either or both of the executive office or the registered office of TrebiaSPAC. In furtherance of this Sponsor Agreement, each Sponsor Person SPAC Holder hereby authorizes Trebiaand will instruct SPAC and Holdco, promptly after the date hereof, to enter, or cause its transfer agent to enter, a stop transfer order with respect to all of such Sponsor PersonSPAC Holder’s Covered Founder Shares with respect to any Transfer not permitted hereunder and to include the following legend on any certificates or other instruments representing (or any notice given pursuant to the laws of the Cayman Islands in respect of) such Sponsor PersonSPAC Holder’s Covered Founder Shares: “THE SHARES OF STOCK OR OTHER SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO CERTAIN VOTING AND TRANSFER RESTRICTIONS PURSUANT TO THAT CERTAIN SPONSOR TRANSACTION SUPPORT AGREEMENT, DATED AS OF JUNE 28MARCH 31, 2021, BY AND AMONG TREBIA CRYNSSEN PHARMA GROUP LIMITED, A PRIVATE LIMITED LIABILITY COMPANY REGISTERED AND INCORPORATED UNDER THE LAWS OF MALTA, PROCAPS GROUP, S.A., A PUBLIC LIMITED LIABILITY COMPANY (SOCIÉTÉ ANONYME) governed by the laws of the Grand Duchy of Luxembourg, UNION GROUP INTERNATIONAL HOLDINGS LIMITED, A COMPANY INCORPORATED UNDER THE LAWS OF THE BRITISH VIRGIN ISLANDS, UNION ACQUISITION ASSOCIATES II, LLC, A NEW YORK LIMITED LIABILITY COMPANY, UNION ACQUISITION CORP.. II, A CAYMAN ISLANDS EXEMPTED COMPANY, BGPT TREBIA LP, A CAYMAN ISLANDS EXEMPTED LIMITED PARTNERSHIP, TRASIMENE TREBIA, LP, A DELAWARE LIMITED PARTNERSHIP, S1 HOLDCO LLC, A DELAWARE LIMITED LIABILITY COMPANY, SYSTEM1 SS PROTECT HOLDINGS, INC., A DELAWARE CORPORATION, COMPANY AND THE CERTAIN OTHER SIGNATORIES PERSONS PARTY THERETO. ANY TRANSFER OF SUCH SHARES OF STOCK OR OTHER SECURITIES IN VIOLATION OF THE TERMS AND PROVISIONS OF SUCH SPONSOR TRANSACTION SUPPORT AGREEMENT SHALL BE NULL AND VOID AB INITIO AND HAVE NO FORCE OR EFFECT WHATSOEVER.”
Appears in 1 contract
Samples: Transaction Support Agreement (Union Acquisition Corp. II)
Stop Transfer Order; Legend. Each Sponsor Person hereby authorizes Trebia FTAC and the Company to maintain a copy of this Sponsor Agreement at either or both of the executive office or the registered office of Trebiathe Company. In furtherance of this Sponsor Agreement, each Sponsor Person hereby authorizes TrebiaFTAC and the Company, promptly after the date hereof, to enter, or cause its transfer agent to enter, a stop transfer order with respect to all of such Sponsor Person’s Covered Shares with respect to any Transfer not permitted hereunder and to include the following legend on any certificates or other instruments representing such Sponsor Person’s Covered Shares: “THE SHARES OF STOCK OR OTHER SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO CERTAIN VOTING AND TRANSFER RESTRICTIONS PURSUANT TO THAT CERTAIN SPONSOR AGREEMENT, DATED AS OF JUNE 28DECEMBER 7, 20212020, BY AND AMONG TREBIA XXXXX TRASIMENE ACQUISITION CORP., A CAYMAN ISLANDS EXEMPTED COMPANY, BGPT TREBIA LP, A CAYMAN ISLANDS EXEMPTED LIMITED PARTNERSHIP, TRASIMENE TREBIA, LP. II, A DELAWARE CORPORATION, PAYSAFE LIMITED, AN EXEMPTED LIMITED PARTNERSHIPCOMPANY INCORPORATED UNDER THE LAWS OF BERMUDA, S1 HOLDCO LLC, A DELAWARE LIMITED LIABILITY COMPANY, SYSTEM1 SS PROTECT HOLDINGS, PAYSAFE MERGER SUB INC., A DELAWARE CORPORATIONCORPORATION AND DIRECT, WHOLLY OWNED SUBSIDIARY OF THE COMPANY, PAYSAFE BERMUDA HOLDING LLC, A BERMUDA EXEMPTED LIMITED LIABILITY COMPANY, PAYSAFE GROUP HOLDINGS LIMITED, A PRIVATE LIMITED COMPANY INCORPORATED UNDER THE LAWS OF ENGLAND AND WALES AND THE OTHER SIGNATORIES THERETO. ANY TRANSFER OF SUCH SHARES OF STOCK OR OTHER SECURITIES IN VIOLATION OF THE TERMS AND PROVISIONS OF SUCH SPONSOR AGREEMENT SHALL BE NULL AND VOID AB INITIO AND HAVE NO FORCE OR EFFECT WHATSOEVER.”
Appears in 1 contract
Samples: Foley Trasimene Acquisition II
Stop Transfer Order; Legend. Each Sponsor Person SPAC Holder hereby authorizes Trebia SPAC and Holdco to maintain a copy of this Sponsor Agreement at either or both of the executive office or the registered office of TrebiaSPAC. In furtherance of this Sponsor Agreement, each Sponsor Person SPAC Holder hereby authorizes Trebiaand will instruct SPAC and Holdco, promptly after the date hereof, to enter, or cause its transfer agent to enter, a stop transfer order with respect to all of such Sponsor PersonSPAC Holder’s Covered Founder Shares with respect to any Transfer not permitted hereunder and to include the following legend on any certificates or other instruments representing (or any notice given pursuant to Section 151(f) of the General Corporation Law of the State of Delaware in respect of) such Sponsor PersonSPAC Holder’s Covered Founder Shares: “THE SHARES OF STOCK OR OTHER SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO CERTAIN VOTING AND TRANSFER RESTRICTIONS PURSUANT TO THAT CERTAIN SPONSOR TRANSACTION SUPPORT AGREEMENT, DATED AS OF JUNE 28NOVEMBER 18, 20212020, BY AND AMONG TREBIA ACQUISITION CORP.ARRIVAL S.À X.X., A CAYMAN ISLANDS EXEMPTED COMPANYLIMITED LIABILITY COMPANY (SOCIÉTÉ À RESPONSABILITÉ LIMITÉE) GOVERNED BY THE LAWS OF THE GRAND DUCHY OF LUXEMBOURG, BGPT TREBIA LPARRIVAL GROUP, A CAYMAN ISLANDS EXEMPTED LIMITED PARTNERSHIPJOINT STOCK COMPANY (SOCIÉTÉ ANONYME) GOVERNED BY THE LAWS OF THE GRAND DUCHY OF LUXEMBOURG, TRASIMENE TREBIA, LP, A DELAWARE LIMITED PARTNERSHIP, S1 HOLDCO CIIG MANAGEMENT LLC, A DELAWARE LIMITED LIABILITY COMPANY, SYSTEM1 SS PROTECT HOLDINGS, INCCIIG MERGER CORP., A DELAWARE CORPORATION, CORPORATION AND THE CERTAIN OTHER SIGNATORIES PERSONS PARTY THERETO. ANY TRANSFER OF SUCH SHARES OF STOCK OR OTHER SECURITIES IN VIOLATION OF THE TERMS AND PROVISIONS OF SUCH SPONSOR TRANSACTION SUPPORT AGREEMENT SHALL BE NULL AND VOID AB INITIO AND HAVE NO FORCE OR EFFECT WHATSOEVER.”
Appears in 1 contract