Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 74 contracts
Samples: Forward Purchase Agreement (Rigel Resource Acquisition Corp.), Forward Purchase Agreement (Igniting Consumer Growth Acquisition Co LTD), Forward Purchase Agreement (Arctos Northstar Acquisition Corp.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for any filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 71 contracts
Samples: Forward Purchase Agreement (Avanti Acquisition Corp.), Forward Purchase Agreement (SVF Investment Corp.), Forward Purchase Agreement (Sound Point Acquisition Corp I, LTD)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, Act and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 62 contracts
Samples: Subscription Agreement (NewHold Investment Corp. II), Subscription Agreement (USA Acquisition Corp.), Subscription Agreement (KINS Technology Group, Inc.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 60 contracts
Samples: Forward Purchase Agreement (One Madison Corp), Forward Purchase Agreement (Artisan Acquisition Corp.), Forward Purchase Agreement (Kismet Acquisition One Corp)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 39 contracts
Samples: Forward Purchase Agreement (Khosla Ventures Acquisition Co. II), Forward Purchase Agreement (Crescent Acquisition Corp), Forward Purchase Agreement (Khosla Ventures Acquisition Co.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 13 contracts
Samples: Forward Purchase Agreement (TPG Pace Tech Opportunities II Corp.), Forward Purchase Agreement (Chain Bridge I), Forward Purchase Agreement (First Light Acquisition Group, Inc.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser Purchasers in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 12 contracts
Samples: Business Combination Agreement (Pure Acquisition Corp.), Forward Purchase Agreement (Pershing Square Tontine Holdings, Ltd.), Business Combination Agreement (Pure Acquisition Corp.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the each Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D applicable requirements of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 10 contracts
Samples: Forward Purchase Agreement (Panacea Acquisition Corp. II), Forward Purchase Agreement (Panacea Acquisition Corp), Forward Purchase Agreement (Longview Acquisition Corp.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser Purchasers in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 9 contracts
Samples: Forward Purchase Agreement (TPG Pace Tech Opportunities II Corp.), Forward Purchase Agreement (TPB Acquisition Corp I), Forward Purchase Agreement (TPG Pace Solutions Corp.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 9 contracts
Samples: Equity Purchase Agreement (FGL Holdings), Equity Purchase Agreement (FGL Holdings), Forward Purchase Agreement (Mosaic Acquisition Corp.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in Section 3 of this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rightswhich have been made or will be made in a timely manner.
Appears in 9 contracts
Samples: Common Stock Purchase Agreement (NantKwest, Inc.), Securities Purchase Agreement (Croe, Inc.), Stock Purchase Agreement (Crypto Co)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 8 contracts
Samples: Forward Purchase (Berenson Acquisition Corp. I), Form of Forward Purchase Agreement (CEA Space Partners I Corp.), Forward Purchase Agreement (Gesher I Acquisition Corp.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D applicable requirements of the Securities Act, Act and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 8 contracts
Samples: Forward Purchase Agreement (Altimeter Growth Corp.), Forward Purchase Agreement (Altimeter Growth Corp. 2), Forward Purchase Agreement (Dragoneer Growth Opportunities Corp. II)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser Purchasers in Section 3 of this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rightswhich have been made or will be made in a timely manner.
Appears in 7 contracts
Samples: Convertible Note Purchase Agreement (Zoom Technologies Inc), Series B Preferred Stock Purchase Agreement (Stronghold Digital Mining, Inc.), Stock Purchase Agreement (Aethlon Medical Inc)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D applicable requirements of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 6 contracts
Samples: Forward Purchase Agreement (Thimble Point Acquisition Corp. II), Forward Purchase Agreement (JATT Acquisition Corp), Forward Purchase Agreement (JATT Acquisition Corp)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser Purchasers in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 6 contracts
Samples: Additional Equity Purchase Agreement (CF Corp), Forward Purchase Agreement (CF Corp), Forward Purchase Agreement (Terrapin 4 Acquisition Corp)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 5 contracts
Samples: Private Placement Warrants Purchase Agreement (Far Peak Acquisition Corp), Private Placement Warrants Purchase Agreement (Tristar Acquisition I Corp.), Private Placement Warrants Purchase Agreement (Tristar Acquisition I Corp.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for any filings required pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 5 contracts
Samples: Backstop Agreement (Cerberus Telecom Acquisition Corp.), Backstop Agreement (KORE Group Holdings, Inc.), Backstop Facility Agreement (Cannae Holdings, Inc.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D applicable requirements of the Securities Act, Act and applicable state securities laws, if any, and pursuant to the Registration Rights.. (f)
Appears in 5 contracts
Samples: Forward Purchase Agreement (Dragoneer Growth Opportunities Corp.), Forward Purchase Agreement (Altimeter Growth Corp. 2), Forward Purchase Agreement (Altimeter Growth Corp. 2)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser Purchasing Party in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company Parent in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, Laws and pursuant to the Registration RightsRights Agreement.
Appears in 5 contracts
Samples: Forward Purchase Agreement (Health Sciences Acquisitions Corp 2), Forward Purchase Agreement (Health Sciences Acquisitions Corp 2), Support Agreement (Health Sciences Acquisitions Corp 2)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser Buyer in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company Aldel Financial in connection with the consummation of the transactions contemplated by this Agreement, except for any filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration RightsRights (defined below).
Appears in 4 contracts
Samples: Forward Purchase Agreement (Aldel Financial Inc.), Forward Purchase Agreement (Aldel Financial Inc.), Forward Purchase Agreement (Aldel Financial Inc.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this AgreementSection 3.2, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rightswhich have been made or will be made in a timely manner.
Appears in 4 contracts
Samples: Common Stock Purchase Agreement (Braeburn Pharmaceuticals, Inc.), Common Stock Purchase Agreement (Intellia Therapeutics, Inc.), Common Stock Purchase Agreement (Ocean Biomedical, Inc.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, Laws and pursuant to the Registration RightsRights Agreement.
Appears in 4 contracts
Samples: Transition Services Agreement (Avista Public Acquisition Corp. II), Transition Services Agreement (Ligand Pharmaceuticals Inc), Forward Purchase Agreement (Ligand Pharmaceuticals Inc)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of required under the Securities Act, Act and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 4 contracts
Samples: Forward Purchase Agreement (Tiga Acquisition Corp. III), Forward Purchase Agreement (Tiga Acquisition Corp. II), Forward Purchase Agreement (Tiga Acquisition Corp.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, laws and pursuant to the Registration Rights.
Appears in 4 contracts
Samples: Form of Forward Purchase Agreement (Supernova Partners Acquisition Company, Inc.), Forward Purchase Agreement (GP-Act III Acquisition Corp.), Forward Purchase Agreement (Tristar Acquisition I Corp.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in Section 3 of this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any U.S. federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, Act and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 3 contracts
Samples: Convertible Preferred Stock Purchase Agreement (Alon USA Energy, Inc.), Series a Preferred Stock Purchase Agreement (Alon Israel Oil Company, Ltd.), Series a Preferred Stock Purchase Agreement (Alon USA Energy, Inc.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser Investors in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 3 contracts
Samples: Reallocation Agreement (One Madison Corp), Warrant Exchange Agreement (One Madison Corp), Anchor Earnout Agreement (One Madison Corp)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser Purchasers in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, Act and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 3 contracts
Samples: Subscription Agreement (Good Works Acquisition Corp.), Subscription Agreement (Hennessy Capital Investment Corp. VI), Subscription Agreement (Good Works II Acquisition Corp.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser Purchasers in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 3 contracts
Samples: Forward Purchase Agreement (Wejo Holdings Ltd.), Forward Purchase Agreement (TKB Critical Technologies 1), Forward Purchase Agreement (TKB Critical Technologies 1)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, laws and pursuant to the Registration RightsRights Agreement.
Appears in 3 contracts
Samples: Forward Purchase Agreement (G Squared Ascend I Inc.), Forward Purchase Agreement (G Squared Ascend I Inc.), Forward Purchase Agreement (G Squared Ascend I Inc.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser Additional Forward Purchasers in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 3 contracts
Samples: Additional Forward Purchase Agreement (Pershing Square SPARC Holdings, Ltd./De), Additional Forward Purchase Agreement (Pershing Square SPARC Holdings, Ltd./De), Additional Forward Purchase Agreement (Pershing Square SPARC Holdings, Ltd./De)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company Pubco in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 3 contracts
Samples: Forward Purchase Agreement (Nexters Inc.), Forward Purchase Agreement (Nexters Inc.), Forward Purchase Agreement (Kismet Acquisition One Corp)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D applicable requirements of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights..
Appears in 2 contracts
Samples: Forward Purchase Agreement (JATT Acquisition Corp), Forward Purchase Agreement (JATT Acquisition Corp)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser Purchasing Parties in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company Parent in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, Laws and pursuant to the Registration RightsRights Agreement.
Appears in 2 contracts
Samples: Support Agreement (Health Sciences Acquisitions Corp 2), Backstop Agreement (Health Sciences Acquisitions Corp 2)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for any filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration RightsRights and Registration Rights Agreement.
Appears in 2 contracts
Samples: Forward Purchase Agreement (Authentic Equity Acquisition Corp.), Forward Purchase Agreement (Authentic Equity Acquisition Corp.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for any filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, laws and pursuant to the Registration RightsRights Agreement.
Appears in 2 contracts
Samples: Forward Purchase Agreement (Lionheart Acquisition Corp. II), Forward Purchase Agreement (Lionheart Acquisition Corp. II)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser Purchasers in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for any filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 2 contracts
Samples: Forward Purchase Agreement (Motive Capital Corp), Forward Purchase Agreement (Motive Capital Corp)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser Purchasers in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 2 contracts
Samples: Forward Purchase Agreement (ExcelFin Acquisition Corp.), Forward Purchase Agreement (ExcelFin Acquisition Corp.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for any filings required pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, the Gaming Approvals and pursuant to the Registration Rights.
Appears in 2 contracts
Samples: Backstop Facility Agreement (Austerlitz Acquisition Corp I), Backstop Facility Agreement (Cannae Holdings, Inc.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 2 contracts
Samples: Subscription Agreement (RMG Acquisition Corp.), Subscription Agreement (VectoIQ Acquisition Corp.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company Sponsor in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, Act and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 2 contracts
Samples: Subscription Agreement (Hennessy Capital Investment Corp. VI), Subscription Agreement (Hennessy Capital Investment Corp. V)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser Committed Forward Purchasers in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 2 contracts
Samples: Committed Forward Purchase Agreement (Pershing Square SPARC Holdings, Ltd./De), Committed Forward Purchase Agreement (Pershing Square SPARC Holdings, Ltd./De)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser Purchasers in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D applicable requirements of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 2 contracts
Samples: Forward Purchase Agreement (JATT Acquisition Corp), Backstop Agreement (Capstar Special Purpose Acquisition Corp.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 2 contracts
Samples: Forward Purchase Agreement (LatAmGrowth SPAC), Forward Purchase Agreement (LatAmGrowth SPAC)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for any filings pursuant to Regulation D of the Securities Act, and the Securities Exchange Act of 1934, as amended (the “Exchange Act”), applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 2 contracts
Samples: Form of Forward Purchase Agreement (Aperture Acquisition Corp), Form of Forward Purchase Agreement (Aperture Acquisition Corp)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser Purchasers in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company Newco in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 2 contracts
Samples: Forward Purchase Agreement (TPG Pace Solutions Corp.), Forward Purchase Agreement (TPG Pace Solutions Corp.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, Act and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 2 contracts
Samples: Forward Purchase Agreement (SC Health Corp), Forward Purchase Agreement (SC Health Corp)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser Purchasers in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for any filings required pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration RightsSection 4 hereof.
Appears in 2 contracts
Samples: Exchangeable Notes Purchase Agreement (KORE Group Holdings, Inc.), Exchangeable Notes Purchase Agreement (KORE Group Holdings, Inc.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser Purchasers in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rightswhich have been made or will be made in a timely manner.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Tru Shrimp Companies, Inc.), Stock Purchase Agreement (Tru Shrimp Companies, Inc.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the each Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 2 contracts
Samples: Forward Purchase Agreement (Starboard Value Acquisition Corp.), Forward Purchase Agreement (Starboard Value Acquisition Corp.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order order, or authorization of, or registration, qualification, designation, declaration declaration, or filing with, any federalFederal, state state, or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, Act and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 1 contract
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by each of the Purchaser Purchasers in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D applicable requirements of the Securities Act, Act and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 1 contract
Samples: Forward Purchase Agreement (Cartica Acquisition Corp)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, Act and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 1 contract
Samples: Subscription Agreement (Valor Latitude Acquisition Corp.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser Purchasers in Section 3.2 of this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rightswhich have been made or will be made in a timely manner.
Appears in 1 contract
Samples: Form of Securities Purchase Agreement (R&r Acquisition Vi, Inc)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser Purchasers in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for any filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration RightsRights Agreement.
Appears in 1 contract
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, laws and pursuant to the Registration RightsRights Agreement.
Appears in 1 contract
Samples: Forward Purchase Agreement (Tiga Acquisition Corp.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company Sponsor in connection with the consummation of the transactions contemplated by this Agreementsale of the Forward Purchase Securities and forfeiture of the Transferred Warrants, except for any filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 1 contract
Samples: Forward Purchase Agreement (Anzu Special Acquisition Corp I)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D applicable requirements of the Securities Act, Act and applicable state securities laws, if any, and pursuant to the Registration Rights.. (d)
Appears in 1 contract
Samples: Forward Purchase Agreement (Altimeter Growth Corp.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration RightsRights Agreement.
Appears in 1 contract
Samples: Forward Purchase Agreement (Israel Amplify Program Corp.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser Company in Section 2 of this Agreement, other than with respect to CFIUS, no further consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company Purchaser in connection with the consummation of the transactions contemplated by this Agreement, except for any required filings pursuant to Regulation D of the Securities Act, Act and any applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 1 contract
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in Section 3 of this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to applicable state securities laws and Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 1 contract
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser Purchasers in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 1 contract
Samples: Forward Purchase Agreement (Keter1 Acquisition Corp)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser Purchasers in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 1 contract
Samples: Forward Purchase Agreement (DD3 Acquisition Corp. II)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company Company, of, if the Conversion occurs, Beneficient, in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D applicable requirements of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 1 contract
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser Company in Section 2 of this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company Purchaser in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 1 contract
Samples: Asset Purchase and Reorganization Agreement (Cognigen Networks Inc)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreementsale of the Convertible Notes, except for any filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 1 contract
Samples: Forward Purchase Agreement (Anzu Special Acquisition Corp I)
Governmental Consents and Filings. (i) Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for any filings required pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration RightsRights Agreement.
Appears in 1 contract
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the each Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D applicable requirements of the Securities Act, Act and applicable state securities laws, if any, and pursuant to the Registration Rights.. (f)
Appears in 1 contract
Samples: Forward Purchase Agreement (Dragoneer Growth Opportunities Corp.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in Sections 2(e), (j), (k) (l) and (p) this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 1 contract
Samples: Forward Purchase Agreement (Provident Acquisition Corp.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser Purchasers in Section 3 of this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to applicable state securities laws and Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 1 contract
Samples: Preferred Stock Purchase Agreement
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 1 contract
Samples: Forward Purchase Agreement (TPG Pace Solutions Corp.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the each Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for any filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 1 contract
Samples: Forward Purchase Agreement (Waldencast Acquisition Corp.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 1 contract
Samples: Forward Purchase Agreement (Valor Latitude Acquisition Corp.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreementsale of the Forward Purchase Securities, except for any filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 1 contract
Samples: Forward Purchase Agreement (Anzu Special Acquisition Corp I)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for any filings required pursuant to Regulation D of the Securities Act, and applicable state securities laws, if anyLaws, and pursuant to the Registration RightsRights Agreement.
Appears in 1 contract
Samples: Backstop Facility Agreement (Trebia Acquisition Corp.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser Purchasers in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 1 contract
Samples: Forward Purchase Agreement (TPG Pace Solutions Corp.)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser Unitholder in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, Act and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 1 contract
Samples: Subscription Agreement (Thayer Ventures Acquisition Corp)
Governmental Consents and Filings. Assuming the accuracy of the representations and warranties made by the Purchaser in this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company Parties, of, if the Business Combination Closing occurs, Parent, in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D applicable requirements of the Securities Act, and applicable state securities laws, if any, and pursuant to the Registration Rights.
Appears in 1 contract
Samples: Prepaid Forward Purchase Agreement (FG Merger Corp.)
