Common use of Terms of Transfer Clause in Contracts

Terms of Transfer. 1.1. Upon the terms and subject to the conditions of this Agreement, if (a) as of 5:30 PM, New York time, on the date of the Meeting, Investor holds the Investor Shares (as defined below), (b) Investor does not exercise (or exercised and validly rescinds) its Redemption Rights with respect to such Investor Shares in connection with the Meeting, and (c) the Extension is approved at the Meeting and the Company meets the continued or initial listing requirements to be listed on a National Securities Exchange following the Meeting, then the Sponsor hereby agrees to assign to Investor for no additional consideration the Assigned Securities set forth on Exhibit A, and the Sponsor further agrees to assign to Investor the Economic Interest (as defined below) associated with the Assigned Securities that the Sponsor has agreed to assign to Investor. “

Appears in 4 contracts

Samples: Non Redemption Agreement (PowerUp Acquisition Corp.), Non Redemption Agreement (PowerUp Acquisition Corp.), Non Redemption Agreement and Assignment of Economic Interest (PowerUp Acquisition Corp.)

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Terms of Transfer. 1.1. Upon the terms and subject to the conditions of this Agreement, if (a) as of 5:30 PM, New York time, on the date of the Meeting, Investor holds the Investor Shares (as defined below), (b) Investor does not exercise (or exercised and validly rescinds) its Redemption Rights with respect to such Investor Shares in connection with the Meeting, and (c) the Extension is approved at the Meeting and the Company SUAC meets the continued or initial listing requirements to be listed on a National Securities Exchange following the Meeting, then the Sponsor hereby agrees to assign to Investor for no additional consideration the Assigned Securities set forth on Exhibit A, and the Sponsor further agrees to assign to Investor the Economic Interest (as defined below) associated with the Assigned Securities that the Sponsor has agreed to assign to Investor. “

Appears in 2 contracts

Samples: Non Redemption Agreement and Assignment of Economic Interest (ShoulderUP Technology Acquisition Corp.), Non Redemption Agreement and Assignment of Economic Interest (ShoulderUP Technology Acquisition Corp.)

Terms of Transfer. 1.1. Upon the terms and subject to the conditions of this Agreement, if (a) as of 5:30 PM, New York time, on the date of the Meeting, Investor holds the Investor Shares (as defined below), (b) Investor does not exercise (or exercised and validly rescinds) its Redemption Rights with respect to such Investor Shares in connection with the Meeting, and (c) the Extension is approved at the Meeting and the Company SUAC meets the continued or initial listing requirements to be listed on a National Securities Exchange following the Meeting, then the Sponsor hereby agrees to assign to Investor for no additional consideration the Assigned Securities set forth on Exhibit A, and the Sponsor further agrees to assign to Investor the Economic Interest (as defined below) associated with the Assigned Securities that the Sponsor has agreed to assign to InvestorInvestor in accordance with Section 1.2 of this Agreement. “

Appears in 2 contracts

Samples: Non Redemption Agreement and Assignment of Economic Interest (ShoulderUP Technology Acquisition Corp.), Non Redemption Agreement and Assignment of Economic Interest (ShoulderUP Technology Acquisition Corp.)

Terms of Transfer. 1.1. Upon the terms and subject to the conditions of this Agreement, if (a) as of 5:30 PMp.m., New York time, on the date of the Meeting, Investor holds the Investor Shares (as defined below), (b) Investor does not exercise (or exercised and validly rescinds) its Redemption Rights with respect to such Investor Shares in connection with the Meeting, and (c) the Extension is approved at the Meeting and the Company BLEU meets the continued or initial listing requirements to be listed on a National Securities Exchange following the Meeting, then the Sponsor hereby agrees to assign to Investor for no additional consideration the Assigned Securities set forth on Exhibit A, and the Sponsor further agrees to assign to Investor the Economic Interest (as defined below) associated with the Assigned Securities that the Sponsor has agreed to assign to Investor. “

Appears in 1 contract

Samples: Non Redemption Agreement and Assignment of Economic Interest (Bleuacacia LTD)

Terms of Transfer. 1.1. Upon the terms and subject to the conditions of this Agreement, if (a) as of 5:30 5:00 PM, New York time, on the date of the Meeting, Investor holds the Investor Shares (as defined below), (b) Investor does not exercise (or exercised and validly rescinds) its Redemption Rights with respect to such Investor Shares in connection with the Meeting, and (c) the Extension is approved at the Meeting and implemented by the Company and the Company meets the continued or initial listing requirements to be listed on a National Securities Exchange following the Meeting, then the Sponsor hereby agrees to assign to Investor for no additional consideration the Assigned Securities set forth on Exhibit A, and the Sponsor further agrees to assign to Investor the Economic Interest (as defined below) associated with the Assigned Securities that the Sponsor has agreed to assign to Investor. “

Appears in 1 contract

Samples: Non Redemption Agreement and Assignment of Economic Interest (Two)

Terms of Transfer. 1.1. (a) Upon the terms and subject to the conditions of this Agreement, the Sponsor agrees that if (a) as of 5:30 5:00 PM, New York time, on the date of the Meeting, Investor holds the Investor Shares (as defined below), (b) Investor does did not exercise (or exercised and validly rescinds) its Redemption Rights with respect to such Investor Shares in connection with the Meeting, and (c) the Extension Trust Amendment Proposal is approved at the Meeting and is effected by the Company meets execution of the continued or initial listing requirements amendment to be listed on a National Securities Exchange following the MeetingIMTA, then the Sponsor hereby agrees to (i) assign and transfer to Investor for no additional consideration the Assigned Securities set forth on Exhibit A, A at such time as the conditions set forth in Section 1.2 below are satisfied and the Sponsor further agrees to (ii) assign to Investor the Economic Interest (as defined below) associated with the Assigned Securities that the Sponsor has agreed to assign to Investor. “Securities.

Appears in 1 contract

Samples: Non Redemption Agreement and Assignment of Economic Interest (Inception Growth Acquisition LTD)

Terms of Transfer. 1.1. Upon the terms and subject to the conditions of this Agreement, if (a) as of 5:30 PM, New York time, on the date of the Meeting, Investor holds the Investor Shares (as defined below), (b) Investor does not exercise (or exercised and validly rescinds) its Redemption Rights with respect to such Investor Shares in connection with the Meeting, and (c) the Extension is approved at the Meeting and the Company SHAP meets the continued or initial listing requirements to be listed on a National Securities Exchange following the Meeting, then the Sponsor hereby agrees to assign to Investor for no additional consideration the Assigned Securities set forth on Exhibit A, and the Sponsor further agrees to assign to Investor the Economic Interest (as defined below) associated with the Assigned Securities that the Sponsor has agreed to assign to Investor. “

Appears in 1 contract

Samples: Non Redemption Agreement and Assignment of Economic Interest (Spree Acquisition Corp. 1 LTD)

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Terms of Transfer. 1.1. Upon the terms and subject to the conditions of this Agreement, if (a) as of 5:30 PM, New York time, on the date of the Meeting, Investor holds the Investor Shares (as defined below), (b) Investor does not exercise (or exercised and validly rescinds) its Redemption Rights with respect to such Investor Shares in connection with the Meeting, and (c) the Extension is approved at the Meeting and the Company GPAC II meets the continued or initial listing requirements to be listed on a National Securities Exchange following the Meeting, then the Sponsor hereby agrees to assign to Investor for no additional consideration the Assigned Securities set forth on Exhibit A, and the Sponsor further agrees to assign to Investor the Economic Interest (as defined below) associated with the Assigned Securities that the Sponsor has agreed to assign to Investor. “

Appears in 1 contract

Samples: Non Redemption Agreement and Assignment of Economic Interest (Global Partner Acquisition Corp II)

Terms of Transfer. 1.1. Upon the terms and subject to the conditions of this Agreement, if (a) as of 5:30 PM, New York time, on the date of the Meeting, Investor holds the Investor Shares (as defined below), (b) Investor does not exercise (or exercised and validly rescinds) its Redemption Rights with respect to such Investor Shares in connection with the Meeting, and (c) the Extension is approved at the Meeting and the Company ExcelFin meets the continued or initial listing requirements to be listed on a National Securities Exchange following the Meeting, then the Sponsor hereby agrees to assign and transfer to Investor for no additional consideration the Assigned Securities set forth on Exhibit A, and the Sponsor further agrees to assign to Investor the Economic Interest (as defined below) associated with the Assigned Securities that the Sponsor has agreed to assign and transfer to Investor. “

Appears in 1 contract

Samples: Non Redemption Agreement and Assignment of Economic Interest (ExcelFin Acquisition Corp.)

Terms of Transfer. 1.1. Upon the terms and subject to the conditions of this Agreement, if (a) as of 5:30 PM, New York time, on the date of the Meeting, Investor holds the Investor Shares (as defined below), (b) Investor does not exercise (or exercised and validly rescinds) its Redemption Rights with respect to such Investor Shares in connection with the Meeting, and (c) the Extension is approved at the Meeting and the Company Cactus meets the continued or initial listing requirements to be listed on a National Securities Exchange the Nasdaq Global Market following the Meeting, then the Sponsor hereby agrees to assign to Investor for no additional consideration the Assigned Securities set forth on Exhibit A, and the Sponsor further agrees to assign to Investor the Economic Interest (as defined below) associated with the Assigned Securities that the Sponsor has agreed to assign to Investor. “

Appears in 1 contract

Samples: Non Redemption Agreement and Assignment of Economic Interest (Cactus Acquisition Corp. 1 LTD)

Terms of Transfer. 1.1. Upon the terms and subject to the conditions of this Agreement, if (a) as of 5:30 PM, New York time, on the date of the Meeting, Investor holds the Investor Shares (as defined below), (b) Investor does not exercise (or exercised and validly rescinds) its Redemption Rights with respect to such Investor Shares in connection with the Meeting, and (c) the Extension is approved at the Meeting and the Company meets the continued or initial listing requirements to be listed on a National Securities Exchange Nasdaq Capital Market following the Meeting, then the Sponsor hereby agrees to assign to Investor for no additional consideration the Assigned Securities set forth on Exhibit A, and the Sponsor further agrees to assign to Investor the Economic Interest (as defined below) associated with the Assigned Securities that the Sponsor has agreed to assign to Investor. “

Appears in 1 contract

Samples: Non Redemption Agreement and Assignment of Economic Interest (DHC Acquisition Corp.)

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