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

Waiver of Anti-Dilution Provision. Subject to and contingent upon the consummation of the Mergers, the Sponsor hereby waives (for itself, for its successors, heirs and assigns), to the fullest extent permitted by law and the amended and restated certificate of incorporation of SPAC (as may be amended from time to time, the “Charter”), the provisions of Section 4.3(b) of the Charter to have the SPAC Class B Common Stock convert to SPAC Class A Common Stock at a ratio of greater than one-for-one. The waiver specified in this Section 1.9 shall be applicable only in connection with the transactions contemplated by the Merger Agreement and this Sponsor Agreement (and any shares of SPAC Class A Common Stock or equity-linked securities issued in connection with the transactions contemplated by the Merger Agreement and this Sponsor Agreement) and shall be void and of no force and effect if the Merger Agreement shall be terminated for any reason.

Waiver of Anti-Dilution Provision. Subject Each Founder hereby (but subject to and contingent upon the consummation of the Mergers, the Sponsor hereby Merger) waives (for itself, for its successors, heirs and assigns), to the fullest extent permitted by law and the amended and restated certificate of incorporation of SPAC Parent (as may be amended from time to time, the “CharterCertificate of Incorporation”), the provisions of Section 4.3(b4.3(b)(i) of the Charter Certificate of Incorporation to have the SPAC Parent Class B Common Stock Shares convert to SPAC Parent Class A Common Stock Shares at a ratio of greater than one-for-one. The waiver specified in this Section 1.9 3 shall be applicable only in connection with the transactions contemplated by the Merger Agreement and this Sponsor Agreement (and any shares of SPAC Class A Common Stock or equity-linked securities issued in connection with the transactions contemplated by the Merger Agreement and this Sponsor Agreement) and shall be void and of no force and effect if the Merger Agreement shall be terminated for any reason.

Waiver of Anti-Dilution Provision. Subject to Sponsor and contingent upon the consummation of the Mergers, the Sponsor each Parent Holder hereby waives (for itself, for itself or its successors, heirs and assigns), to the fullest extent permitted by law and the amended and restated certificate of incorporation of SPAC Parent (as may be amended or restated from time to time, the “CharterCertificate of Incorporation”), the provisions of Article IV, Section 4.3(b) of the Charter Certificate of Incorporation to have the SPAC Parent Class B Common Stock Shares convert to SPAC Parent Class A Common Stock Shares at a ratio of greater than one-for-one. The waiver specified in this Section 1.9 3 shall be applicable only in connection with the transactions contemplated by the Merger Agreement and this Sponsor Agreement (and any shares of SPAC Class A Common Stock or equity-linked securities issued in connection with the transactions contemplated by the Merger Agreement and this Sponsor Agreement) and shall be void and of no force and effect if the Merger Agreement shall be terminated for any reason.

Waiver of Anti-Dilution Provision. Subject to and contingent upon the consummation of the Mergers, the each Sponsor Party hereby waives (for itself, for its successors, heirs and assigns), to the fullest extent permitted by law and the amended and restated certificate of incorporation of SPAC Acquiror (as may be amended from time to time, the “Charter”), the provisions of Section 4.3(b4.3(b)(i) of the Charter to have the SPAC Acquiror Class B Common Stock convert to SPAC Acquiror Class A Common Stock at a ratio of greater than one-for-one. The waiver specified in this Section 1.9 shall be applicable only in connection with the transactions contemplated by the Merger Agreement and this Sponsor Agreement (and any shares of SPAC Acquiror Class A Common Stock or equity-linked securities issued in connection with the transactions contemplated by the Merger Agreement and this Sponsor Agreement) and shall be void and of no force and effect if the Merger Agreement shall be terminated for any reason.