Common use of Deferred Share Consideration Clause in Contracts

Deferred Share Consideration. In the event that the SPAC Stockholder Redemptions are less than 85% of the outstanding SPAC Class A Shares, PubCo shall issue or cause to be issued to the Company Shareholder the following additional PubCo Shares for no additional consideration or payment by Company Shareholder: (A) on the date that the 2023 Earnout Threshold is achieved (if at all), 6,127,451 PubCo Shares, (B) on the date that the 2024 Earnout Threshold is achieved (if at all), 6,127,451 PubCo Shares, (C) on the date that the Catch-up Earnout Threshold is achieved (if at all), 12,254,902 PubCo Shares, and (D) immediately prior to the consummation of a Change of Control described in Section 8.25(d) (if applicable), 12,254,902 PubCo Shares (the “Deferred Share Consideration”).