Common use of Waiver of Anti-Dilution Provision Clause in Contracts

Waiver of Anti-Dilution Provision. The Sponsor and each Beneficial Owner hereby waives and agrees not to exercise, assert or perfect (for itself, for its successors, heirs and assigns), to the fullest extent permitted by law and the amended and restated articles of association of Acquiror, dated December 15, 2020 (as it may be amended and/or restated from time to time, the “Articles”), the provisions of Section 17 of the Articles to have Acquiror’s Class B ordinary shares convert into Domesticated Acquiror Common Stock at a ratio of greater than one-for-one, and agrees not to exercise, assert or perfect, any anti-dilution protections with respect to the Acquiror Class B ordinary shares in connection with the rate at which the Acquiror Class B ordinary shares shall convert into shares of Domesticated Acquiror Common Stock or otherwise in connection with the transactions contemplated by the Merger Agreement. The waiver specified in this Section 3 shall be applicable only in connection with this Agreement, the Merger Agreement and the transactions contemplated hereby and thereby and shall be void and of no force and effect if the Merger Agreement shall be terminated for any reason.

Appears in 2 contracts

Samples: Joinder Agreement (Motive Capital Corp), Sponsor Support Agreement (Motive Capital Corp)

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Waiver of Anti-Dilution Provision. The Sponsor and each Beneficial Owner hereby waives and agrees not to exercise, assert or perfect (for itself, for its successors, heirs and assigns), to the fullest extent permitted by law and the amended and restated articles of association of AcquirorSPAC, dated December 15February 4, 2020 2021 (as it may be amended and/or restated from time to time, the “Articles”), the provisions of Section 17 12 of the Articles to have Acquiror’s the Class B ordinary shares convert into Domesticated Acquiror shares of SPAC Class A Common Stock pursuant to the Domestication at a ratio of greater than one-for-one, and agrees not to exercise, assert or perfect, any anti-dilution protections with respect to the Acquiror Class B ordinary shares in connection with the rate at which the Acquiror Class B ordinary shares shall convert into shares of Domesticated Acquiror SPAC Class A Common Stock or otherwise in connection with pursuant to the transactions contemplated by the Merger AgreementDomestication. The waiver specified in this Section 3 shall be applicable only in connection with the Transactions and this Agreement, Agreement (and any Equity Securities issued in connection with the Merger Agreement and the transactions contemplated hereby and thereby Transactions) and shall be void and of no force and effect if the Merger Agreement BCA shall be terminated for any reasonreason in accordance with the terms of Article IX of the BCA.

Appears in 2 contracts

Samples: Sponsor Support Agreement (G Squared Ascend I Inc.), Sponsor Support Agreement (G Squared Ascend I Inc.)

Waiver of Anti-Dilution Provision. The Sponsor and each Beneficial Owner hereby waives and agrees not to exercise, assert or perfect (for itself, for its successors, heirs and assigns), to the fullest extent permitted by law and the amended and restated memorandum articles of association of AcquirorSPAC, dated December 15September 9, 2020 (as it may be amended and/or restated from time to time, the “Articles”), the provisions of Section 17 12 of the Articles to have Acquiror’s the Class B ordinary shares convert into Domesticated Acquiror Common Stock shares of SPAC Class A ordinary shares in connection with the Transactions at a ratio of greater than one-for-one, and agrees not to exercise, assert or perfect, any anti-dilution protections with respect to the Acquiror Class B ordinary shares in connection with the rate at which the Acquiror Class B ordinary shares shall convert into shares of Domesticated Acquiror Common Stock or otherwise SPAC Class A ordinary shares in connection with the transactions contemplated by the Merger AgreementTransactions. The waiver specified in this Section 3 shall be applicable only in connection with the Transactions and this Agreement, Agreement (and any Equity Securities issued in connection with the Merger Agreement and the transactions contemplated hereby and thereby Transactions) and shall be void and of no force and effect if the Merger Agreement BCA shall be terminated for any reasonreason in accordance with the terms of Article IX of the BCA.

Appears in 1 contract

Samples: Sponsor Support Agreement (Prime Impact Acquisition I)

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Waiver of Anti-Dilution Provision. The Sponsor and each Beneficial Owner hereby (but subject to the consummation of the Merger) waives and agrees not to exercise, assert or perfect (for itself, for its successors, heirs and assigns), to the fullest extent permitted by law and the amended and restated memorandum and articles of association of Acquiror, dated December 15, 2020 Acquiror (as it may be amended and/or restated from time to time, the “Articles”), the provisions of Section 17 Article 17.3 of the Articles to have Acquiror’s the Acquiror Class B ordinary shares Common Stock convert into Domesticated to Acquiror Class A Common Stock at a ratio of greater than one-for-one, and agrees not to exercise, assert one or perfect, any other adjustments or anti-dilution protections with respect to the Acquiror Class B ordinary shares that arise in connection with the rate at which the Acquiror Class B ordinary shares shall convert into shares issuance of Domesticated Acquiror Common Stock or otherwise Shares. The waiver specified in this Section 1.8 shall be applicable only in connection with the transactions contemplated by the Merger Agreement. The waiver specified in Agreement and this Section 3 shall be applicable only Agreement (and any shares of Acquiror Class A Common Stock or equity-linked securities issued in connection with this Agreement, the transactions contemplated by the Merger Agreement and the transactions contemplated hereby and thereby this Agreement) and shall be void and of no force and effect if the Merger Agreement shall be terminated for any reason.

Appears in 1 contract

Samples: Sponsor Support Agreement (Reinvent Technology Partners)

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