Forward Purchase Agreements definition

Forward Purchase Agreements shall have the meaning given in the Recitals hereto.

Forward Purchase Agreements means forward purchase agreements entered into among the Company, the Sponsor and certain investors prior to the IPO.

Forward Purchase Agreements means the forward purchase agreements entered into, or amended and restated, by ION on January 26, 2021;

Examples of Forward Purchase Agreements in a sentence

• All of the Alignvest Shares issuable pursuant to the Forward Purchase Agreements and upon the exercise of issued and outstanding Alignvest Warrants have been duly authorized and, upon issuance in accordance with their respective terms, will be validly issued as fully paid and non-assessable and are not and will not be subject to or issued in violation of, any pre-emptive rights.

• Alignvest shall have caused each party to the Forward Purchase Agreements (either directly or via the power of attorney granted to Alignvest in the Forward Purchase Agreements) to agree to Alignvest exercising the automatic right of repurchase of their Alignvest Class B Shares (which will become Alignvest Common Shares following completion of the Alignvest Arrangement) on the terms and conditions set out in Section 6.06.

• Each of the Company and the Investors consent to the assignments and transfers contemplated hereunder for purposes of the Forward Purchase Agreements and any other applicable agreements relating to the transfer or assignment of any Securities.

• The Treedom Group retains the right to make changes to its Forward Purchase Agreements, or withdraw the Forward Purchase Agreement in its entirety, without prior notice.

• By: /s/ Xxxxxxx Xxx Xxxx Xxxx Name: Xxxxxxx Xxx Xxxx Xxxx Title: Director Exhibit A Amended and Restated Forward Purchase Agreements Exhibit B PIPE Subscription Agreements This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into this 12th day of April, 2021, by and among J1 Holdings Inc., a Cayman Islands exempted company (the “Issuer”), Altimeter Growth Corp., a Cayman Islands exempted company (“Altimeter”), and the undersigned (“Subscriber”).

More Definitions of Forward Purchase Agreements

Forward Purchase Agreements means the Forward Purchase Agreements, dated as of June 4, 2018, among the Sponsor, the Company and each investor party thereto.

Forward Purchase Agreements means agreements providing for the sale of an aggregate 6,000,000 Ordinary Shares and 1,500,000 Warrants to certain investors in a private placement that will close concurrently with the closing of the initial Business Combination and the transfer of 750,000 Founder Shares by the Sponsor to such investors prior to the Public Offering; (iv) “Forward Purchase Shares” shall mean the Ordinary Shares to be issued to the Anchor Investors pursuant to the Forward Purchase Agreements; (v) “Founder Shares” shall mean an aggregate of 9,375,000 Class B ordinary shares of the Company, par value $0.0001 per share, held by the Sponsor and Insiders and the Class A ordinary shares that will be issued upon the automatic conversion of the Class B ordinary shares at the time of our initial business combination or earlier at the option of the holders thereof; (vi) “Private Placement Warrants” shall mean the warrants to purchase Ordinary Shares of the Company that will be acquired by the Sponsor for an aggregate purchase price of $8,000,000 (or up to $8,900,000 if the Underwriters exercise their option to purchase additional units), or $1.50 per Warrant, in a private placement that shall close simultaneously with the consummation of the Public Offering (including Ordinary Shares issuable upon conversion thereof); (vii) “Public Shareholders” shall mean the holders of Ordinary Shares included in the Units issued in the Public Offering; (viii) “Public Shares” shall mean the Ordinary Shares included in the Units issued in the Public Offering; (ix) “Trust Account” shall mean the trust account into which a portion of the net proceeds of the Public Offering and the sale of the Private Placement Warrants shall be deposited; (x) “Transfer” shall mean the (a) sale of, offer to sell, contract or agreement to sell, hypothecate, pledge, grant of any option to purchase or otherwise dispose of or agreement to dispose of, directly or indirectly, or establishment or increase of a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, and the rules and regulations of the Commission promulgated thereunder with respect to, any security, (b) entry into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any security, whether any such transaction is to be settled by delivery of such securities, in cas...

Forward Purchase Agreements means the forward purchase agreements entered into, or amended and restated, by ION on January 26, 2021; “US GAAP” means accounting principles generally accepted in the United States of America.

Forward Purchase Agreements means those certain forward purchase agreements, entered into in connection with the TPG Pace IPO, by and among TPG Pace, TPG Holdings and certain third parties pursuant to which TPG Holdings, certain transferees of TPG Holdings and certain third parties, upon the terms and subject to the conditions set forth therein, have agreed to purchase certain Class A Shares and forward purchase warrants prior to the consummation of TPG Pace’s initial business combination;

Forward Purchase Agreements shall have the meaning set forth in Section 5.11(a).

Forward Purchase Agreements means, collectively, that certain Forward Purchase Agreement by and among the Company, Orchestra BioMed, Inc., and certain funds managed by RTW Investments, LP as Purchasing Parties (the “Sponsor Forward Purchase Agreement”), and that certain Forward Purchase Agreement by and among the Company, Orchestra BioMed, Inc., and Covidien Group S.à.r.x. (“Covidien Group”), an affiliate of Medtronic plc (the “Covidien Forward Purchase Agreement”).

Forward Purchase Agreements means the Forward Purchase Agreements, dated as of September 7, 2018, among Collier Creek, the Sponsor and Collier Creek’s independent directors, as applicable, pursuant to which the Sponsor and Collier Creek’s independent directors each agreed to purchase the Forward Purchase