Common use of Trust Account Proceeds and Related Available Equity Clause in Contracts

Trust Account Proceeds and Related Available Equity. Upon satisfaction or waiver of the conditions set forth in Article IX and provision of notice thereof to the Trustee (which notice SPAC shall provide to the Trustee in accordance with the terms of the Trust Agreement), (a) in accordance with and pursuant to the Trust Agreement, at the Acquisition Closing, Merger Sub 1 (as the surviving company in the Initial Merger) (i) shall cause any documents, opinions and notices required to be delivered to the Trustee pursuant to the Trust Agreement to be so delivered and (ii) shall cause the Trustee to, and the Trustee shall thereupon be obligated to (A) pay as and when due all amounts payable to former SPAC Shareholders pursuant to SPAC Share Redemptions, and (B) immediately thereafter, pay all remaining amounts then available in the Trust Account to PubCo for immediate use, subject to this Agreement and the Trust Agreement and (b) thereafter, the Trust Account shall terminate, except as otherwise provided therein.

Appears in 3 contracts

Samples: Subscription Agreement (Grab Holdings LTD), Subscription Agreement (Altimeter Growth Corp.), Business Combination Agreement

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Trust Account Proceeds and Related Available Equity. Upon satisfaction or waiver of the conditions set forth in Article IX and provision of notice thereof to the Trustee (which notice SPAC OmniLit shall provide to the Trustee in accordance with the terms of the Trust Agreement), (ai) in accordance with and pursuant to the Trust Agreement, at the Acquisition Closing, Merger Sub 1 OmniLit (as the surviving company in the Initial Merger) (iA) shall cause any documents, opinions and notices required to be delivered to the Trustee pursuant to the Trust Agreement to be so delivered and (iiB) shall use its reasonable best efforts to cause the Trustee to, and the Trustee shall thereupon be obligated to (A1) pay as and when due all amounts payable to former SPAC Shareholders OmniLit Stockholders pursuant to SPAC Share the OmniLit Stockholder Redemptions, and (B2) immediately thereafter, pay all remaining amounts then available in the Trust Account to PubCo OmniLit for immediate use, subject to this Agreement and the Trust Agreement Agreement, and (bii) thereafter, the Trust Account shall terminate, except as otherwise provided therein.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (OmniLit Acquisition Corp.), Agreement and Plan of Merger (OmniLit Acquisition Corp.), Agreement and Plan of Merger (OmniLit Acquisition Corp.)

Trust Account Proceeds and Related Available Equity. (a) Upon satisfaction or waiver of the conditions set forth in Article IX and provision of notice thereof to the Trustee (which notice SPAC Acquiror shall provide to the Trustee in accordance with the terms of the Trust Agreement), (ai) in accordance with and pursuant to the Trust Agreement, at the Acquisition Closing, Merger Sub 1 Acquiror (as the surviving company in the Initial Merger) (ia) shall cause any documents, opinions and notices required to be delivered to the Trustee pursuant to the Trust Agreement to be so delivered and (iib) shall use its reasonable best efforts to cause the Trustee to, and the Trustee shall thereupon be obligated to (A1) pay as and when due all amounts payable to former SPAC Shareholders Acquiror shareholders pursuant to SPAC the Acquiror Share Redemptions, and (B2) immediately thereafter, pay all remaining amounts then available in the Trust Account to PubCo Acquiror for immediate use, subject to this Agreement and the Trust Agreement and (bii) thereafter, the Trust Account shall terminate, except as otherwise provided therein.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Waldencast Acquisition Corp.), Equity Purchase Agreement (Waldencast Acquisition Corp.)

Trust Account Proceeds and Related Available Equity. Upon satisfaction or waiver of the conditions set forth in Article IX and provision of notice thereof to the Trustee (which notice SPAC Acquiror shall provide to the Trustee in accordance with the terms of the Trust Agreement), (ai) in accordance with and pursuant to the Trust Agreement, at the Acquisition Closing, Merger Sub 1 Acquiror (as the surviving company in the Initial Merger) (ia) shall cause any documents, opinions and notices required to be delivered to the Trustee pursuant to the Trust Agreement to be so delivered and (iib) shall use its reasonable best efforts to cause the Trustee to, and the Trustee shall thereupon be obligated to (A1) pay as and when due all amounts payable to former SPAC Shareholders Acquiror Stockholders pursuant to SPAC the Acquiror Share Redemptions, and (B2) immediately thereafter, pay all remaining amounts then available in the Trust Account to PubCo Acquiror for immediate useuse or otherwise at its direction, subject to this Agreement and the Trust Agreement Agreement, and (bii) thereafter, the Trust Account shall terminate, except as otherwise provided thereinin the Trust Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (BurTech Acquisition Corp.), Agreement and Plan of Merger and Reorganization (Arrowroot Acquisition Corp.)

Trust Account Proceeds and Related Available Equity. (a) Upon satisfaction or waiver of the conditions set forth in Article IX and provision of notice thereof to the Trustee (which notice SPAC Acquiror shall provide to the Trustee in accordance with the terms of the Trust Agreement), (ai) in accordance with and pursuant to the Trust Agreement, at the Acquisition Closing, Merger Sub 1 Acquiror (as the surviving company in the Initial Merger) (ia) shall cause any documents, opinions and notices required to be delivered to the Trustee pursuant to the Trust Agreement to be so delivered and (iib) shall use its reasonable best efforts to cause the Trustee to, and the Trustee shall thereupon be obligated to (A1) pay as and when due all amounts payable to former SPAC Shareholders Acquiror Stockholders pursuant to SPAC the Acquiror Share Redemptions, and (B2) immediately thereafter, pay all remaining amounts then available in the Trust Account to PubCo Acquiror for immediate use, subject to this Agreement and the Trust Agreement Agreement, and (bii) thereafter, the Trust Account shall terminate, except as otherwise provided therein.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Inpixon), Agreement and Plan of Merger (KINS Technology Group, Inc.)

Trust Account Proceeds and Related Available Equity. Upon satisfaction or waiver of the conditions set forth in Article IX and provision of notice thereof to the Trustee (which notice SPAC Acquiror shall provide to the Trustee in accordance with the terms of the Trust Agreement), (ai) in accordance with and pursuant to the Trust Agreement, at the Acquisition Closing, Merger Sub 1 Acquiror (as the surviving company in the Initial Merger) (iA) shall cause any documents, opinions and notices required to be delivered to the Trustee pursuant to the Trust Agreement to be so delivered and (iiB) shall use its reasonable best efforts to cause the Trustee to, and the Trustee shall thereupon be obligated to (A1) pay as and when due all amounts payable to former SPAC Shareholders Acquiror Stockholders pursuant to SPAC Share the Acquiror Stockholder Redemptions, and (B2) immediately thereafter, pay all remaining amounts then available in the Trust Account to PubCo Acquiror for immediate use, subject to this Agreement and the Trust Agreement Agreement, and (bii) thereafter, the Trust Account shall terminate, except as otherwise provided therein.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Khosla Ventures Acquisition Co. II)

Trust Account Proceeds and Related Available Equity. Upon satisfaction or waiver of the conditions set forth in Article IX and provision of notice thereof to the Trustee (which notice SPAC Parent shall provide to the Trustee in accordance with the terms of the Trust Agreement), (a) in accordance with and pursuant to the Trust Agreement, at the Acquisition ClosingAmalgamation Effective Time, Merger Sub 1 (as the surviving company in the Initial Merger) Parent shall (i) shall cause any documents, opinions and notices required to be delivered to the Trustee pursuant to the Trust Agreement to be so delivered and (ii) shall use its reasonable best efforts to cause the Trustee to, and the Trustee shall thereupon be obligated to pay (A1) pay as and when due all amounts payable to former SPAC Parent Shareholders pursuant to SPAC the Parent Share Redemptions, and (B2) immediately thereafter, pay all remaining amounts then available in the Trust Account to PubCo the Amalgamated Company for immediate use, subject to this Agreement and the Trust Agreement Agreement, and (b) thereafter, the Trust Account Agreement shall terminate, except as otherwise provided therein.

Appears in 1 contract

Samples: Business Combination Agreement (Worldwide Webb Acquisition Corp.)

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Trust Account Proceeds and Related Available Equity. (a) Upon satisfaction or waiver of the conditions set forth in Article IX and provision of notice thereof to the Trustee (which notice SPAC Acquiror shall provide to the Trustee in accordance with the terms of the Trust Agreement), (ai) in accordance with and pursuant to the Trust Agreement, at the Acquisition Closing, Merger Sub 1 Acquiror (as the surviving company in the Initial Merger) (iA) shall cause any documents, opinions and notices required to be delivered to the Trustee pursuant to the Trust Agreement to be so delivered and (iiB) shall use its reasonable best efforts to cause the Trustee to, and the Trustee shall thereupon be obligated to (A1) pay as and when due all amounts payable to former SPAC Acquiror Shareholders pursuant to SPAC the Acquiror Share Redemptions, and (B2) immediately thereafter, pay all remaining amounts then available in the Trust Account to PubCo Acquiror for immediate use, subject to this Agreement and the Trust Agreement Agreement, and (bii) thereafter, the Trust Account shall terminate, except as otherwise provided therein.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Reinvent Technology Partners Z)

Trust Account Proceeds and Related Available Equity. Upon satisfaction or waiver of the conditions set forth in Article IX and provision of notice thereof to the Trustee (which notice SPAC Acquiror shall provide to the Trustee in accordance with the terms of the Trust Agreement), (ai) in accordance with and pursuant to the Trust Agreement, at the Acquisition Closing, Merger Sub 1 Acquiror (as the surviving company in the Initial Merger) (ia) shall cause any documents, opinions and notices required to be delivered to the Trustee pursuant to the Trust Agreement to be so delivered and (iib) shall use its reasonable best efforts to cause the Trustee to, and the Trustee shall thereupon be obligated to (A1) pay as and when due all amounts payable to former SPAC Acquiror Shareholders pursuant to SPAC the Acquiror Share Redemptions, and (B2) immediately thereafter, pay all remaining amounts then available in the Trust Account to PubCo Acquiror for immediate use, subject to this Agreement and the Trust Agreement Agreement, and (bii) thereafter, the Trust Account shall terminate, except as otherwise provided therein.

Appears in 1 contract

Samples: Registration Rights Agreement (Perception Capital Corp. II)

Trust Account Proceeds and Related Available Equity. Upon satisfaction satisfaction, or to the extent permitted by applicable Law, waiver of the conditions set forth in Article IX and provision of notice thereof to the Trustee (which notice SPAC Acquiror shall provide to the Trustee in accordance with the terms of the Trust Agreement), (ai) in accordance with and pursuant to the Trust Agreement, at the Acquisition Closing, Merger Sub 1 Acquiror (as the surviving company in the Initial Merger) (iA) shall cause any documents, opinions and notices required to be delivered to the Trustee pursuant to the Trust Agreement to be so delivered and (iiB) shall take all appropriate measures to cause the Trustee to, and the Trustee shall thereupon be obligated to (A1) pay as and when due all amounts payable to former SPAC Shareholders Acquiror Stockholders pursuant to SPAC Share the Acquiror Stockholder Redemptions, and (B2) immediately thereafter, pay all remaining amounts then available in the Trust Account to PubCo Acquiror for immediate use, subject to this Agreement and the Trust Agreement Agreement, and (bii) thereafter, the Trust Account shall terminate, except as otherwise provided therein.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Khosla Ventures Acquisition Co.)

Trust Account Proceeds and Related Available Equity. Upon satisfaction or waiver of the conditions set forth in Article IX and provision of notice thereof to the Trustee (which notice SPAC Acquiror shall provide to the Trustee in accordance with the terms of the Trust Agreement), (a) in accordance with and pursuant to the Trust Agreement, at the Acquisition Closing, Merger Sub 1 (as the surviving company in the Initial Merger) Acquiror (i) shall cause any documents, opinions and notices required to be delivered to the Trustee pursuant to the Trust Agreement to be so delivered and (ii) shall use its reasonable best efforts to cause the Trustee to, and the Trustee shall thereupon be obligated to (A) pay as and when due all amounts payable to former SPAC Acquiror Shareholders pursuant to SPAC the Acquiror Share Redemptions, and (B) immediately thereafter, pay all remaining amounts then available in the Trust Account to PubCo Acquiror for immediate use, subject to this Agreement and the Trust Agreement and (b) thereafter, the Trust Account shall terminate, except as otherwise provided therein.

Appears in 1 contract

Samples: Agreement and Plan of Merger (CITIC Capital Acquisition Corp.)

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