Common use of Waiver of Claims Against Trust Clause in Contracts

Waiver of Claims Against Trust. The Purchaser hereby acknowledges that it is aware that the Company will establish a Trust Account for the benefit of its public stockholders upon the IPO Closing. The Purchaser, for itself and its affiliates, hereby agrees that it has no right, title, interest or claim of any kind in or to any monies held in the Trust Account, or any other asset of the Company as a result of any liquidation of the Company, except for redemption and liquidation rights, if any, the Purchaser may have in respect of any Public Shares held by the Purchaser. The Purchaser hereby agrees that it shall have no right of set-off or any right, title, interest or claim of any kind (“Claim”) to, or to any monies in, the Trust Account, and hereby irrevocably waives any Claim to, or to any monies in, the Trust Account that it may have now or in the future, except for redemption and liquidation rights, if any, the Purchaser may have in respect of any Public Shares held by the Purchaser. In the event the Purchaser has any Claim against the Company under this Agreement, the Purchaser shall pursue such Claim solely against the Company and its assets outside the Trust Account and not against the property or any monies in the Trust Account, except for redemption and liquidation rights, if any, the Purchaser may have in respect of any Public Shares held by the Purchaser.

Appears in 3 contracts

Samples: Forward Purchase Agreement (Tortoise Acquisition Corp.), Forward Purchase Agreement (Tortoise Acquisition Corp.), Forward Purchase Agreement (Tortoise Acquisition Corp.)

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Waiver of Claims Against Trust. The Purchaser hereby acknowledges that it is aware that the Company will establish a has established the Trust Account for the benefit of its the Company’s public stockholders upon the IPO Closing. The Purchaser, for itself and its affiliates, Purchaser hereby agrees that it has no right, title, interest or claim of any kind in or to any monies held in the Trust Account, or any other asset of the Company as a result of any liquidation of the Company, except for redemption and liquidation rights, if any, that the Purchaser may have in respect of any Public Shares that may be held by the PurchaserPurchaser from time to time. The Purchaser hereby agrees that it shall have no right of set-off or any right, title, interest or claim of any kind (“Claim”) to, or to any monies in, in the Trust Account, and hereby irrevocably waives any Claim to, or to any monies in, the Trust Account that it may have now or in the future, except for redemption and liquidation rights, if any, that the Purchaser may have in respect of any Public Shares held by the PurchaserPurchaser from time to time. In the event the Purchaser has any Claim against the Company under this Agreement, the Purchaser shall pursue such Claim solely against the Company and its assets outside the Trust Account and not against the property or any monies in the Trust Account, except for redemption and liquidation rights, if any, the Purchaser may have in respect of any Public Shares held by the Purchaser.

Appears in 2 contracts

Samples: Forward Purchase Agreement (EG Acquisition Corp.), Forward Purchase Agreement (EG Acquisition Corp.)

Waiver of Claims Against Trust. The Counterparty and each Purchaser hereby acknowledges that it is aware that the Company will establish a has established the Trust Account for the benefit of its the Company’s public stockholders upon the IPO Closing. The Purchaser, for itself Counterparty and its affiliates, each Purchaser hereby agrees that it has no right, title, interest or claim of any kind in or to any monies held in the Trust Account, or any other asset of the Company as a result of any liquidation of the Company, except for redemption and liquidation rights, if any, the that Counterparty or such Purchaser may have in respect of any Public Shares that may be held by the PurchaserCounterparty or such Purchaser from time to time. The Counterparty and each Purchaser hereby agrees that it shall have no right of set-off or any right, title, interest or claim of any kind (“Claim”) to, or to any monies in, in the Trust Account, and hereby irrevocably waives any Claim to, or to any monies in, the Trust Account that it may have now or in the future, except for redemption and liquidation rights, if any, the that Counterparty or such Purchaser may have in respect of any Public Shares held by the PurchaserCounterparty or such Purchaser from time to time. In the event the Counterparty or any Purchaser has any Claim against the Company under this Agreement, the Counterparty or such Purchaser shall pursue such Claim solely against the Company and its assets outside the Trust Account and not against the property or any monies in the Trust Account, except for redemption and liquidation rights, if any, the Purchaser may have in respect of any Public Shares held by the Purchaser.

Appears in 2 contracts

Samples: Forward Purchase Agreement (Northern Genesis Acquisition Corp. III), Forward Purchase Agreement (Northern Genesis Acquisition Corp. II)

Waiver of Claims Against Trust. The Purchaser Subscriber hereby acknowledges that it is aware that the Company will establish a trust account (the “Trust Account Account”) for the benefit of its public stockholders upon the IPO Closingclosing of the IPO. The Purchaser, for itself and its affiliates, Subscriber hereby agrees that it has no right, title, interest or claim of any kind in or to any monies held in the Trust Account, or any other asset of the Company as a result of any liquidation of the Company, except for redemption and liquidation rights, if any, rights the Purchaser Subscriber may have in respect of any shares of Class A Common Stock issued as part of the units sold in the IPO (“Public Shares Shares”) held by the PurchaserSubscriber, if any. The Purchaser Subscriber hereby agrees that it shall have no right of set-off or any right, title, interest or claim of any kind (“Claim”) to, or to any monies in, the Trust Account, and hereby irrevocably waives any Claim to, or to any monies in, the Trust Account that it may have now or in the future, except for redemption and liquidation rights, if any, rights the Purchaser Subscriber may have in respect of any Public Shares held by the PurchaserSubscriber, if any. In the event the Purchaser Subscriber has any Claim against the Company under this Agreement, the Purchaser Subscriber shall pursue such Claim solely against the Company and its assets outside the Trust Account and not against the property or any monies in the Trust Account, except for redemption and liquidation rights, if any, rights the Purchaser Subscriber may have in respect of any Public Shares held by the PurchaserSubscriber, if any.

Appears in 2 contracts

Samples: Forward Purchase Agreement (Silverbox Engaged Merger Corp I), Forward Purchase Agreement (Silverbox Engaged Merger Corp I)

Waiver of Claims Against Trust. The Purchaser Arrow hereby acknowledges that it is aware that the Company will establish a trust account (the “Trust Account Account”) for the benefit of its public stockholders upon the IPO Closingclosing of the IPO. The PurchaserArrow, for itself and its affiliates, hereby agrees that it has no right, title, interest or claim of any kind in or to any monies held in the Trust Account, or any other asset of the Company as a result of any liquidation of the Company, except for redemption and liquidation rights, if any, the Purchaser Arrow may have in respect of any shares issued as part of the units sold in the IPO (“Public Shares Shares”) held by the PurchaserArrow. The Purchaser Arrow hereby agrees that it shall have no right of set-off or any right, title, interest or claim of any kind (“Claim”) to, or to any monies in, the Trust Account, and hereby irrevocably waives any Claim to, or to any monies in, the Trust Account that it may have now or in the future, except for redemption and liquidation rights, if any, the Purchaser Arrow may have in respect of any Public Shares held by Arrow; provided, however, that the Purchaser. In the event the Purchaser has foregoing shall not restrict Arrow from bringing any Claim claim Arrow may have against the Company under this Agreement, the Purchaser shall pursue such Claim solely against the Company and its assets (or any successor entity) following consummation of a Business Combination or against any funds held by the Company outside of the Trust Account and not against prior to the property or any monies in the Trust Account, except for redemption and liquidation rights, if any, the Purchaser may have in respect consummation of any Public Shares held by the Purchasera Business Combination.

Appears in 2 contracts

Samples: Tribe Capital Growth Corp I, Tribe Capital Growth Corp I

Waiver of Claims Against Trust. The Purchaser Each Purchasers hereby acknowledges that it is aware that the Company will establish a the Trust Account for the benefit of its the Company’s public stockholders upon the IPO Closing. The Purchaser, for itself and its affiliates, Each Purchaser hereby agrees that it has no right, title, interest or claim of any kind in or to any monies held in the Trust Account, or any other asset of the Company as a result of any liquidation of the Company, except for redemption and liquidation rights, if any, the such Purchaser may have in respect of any Public Shares that may be held by the Purchasersuch Purchaser from time to time. The Each Purchaser hereby agrees that it shall have no right of set-off or any right, title, interest or claim of any kind (“Claim”) to, or to any monies in, in the Trust Account, and hereby irrevocably waives any Claim to, or to any monies in, the Trust Account that it may have now or in the future, except for redemption and liquidation rights, if any, the such Purchaser may have in respect of any Public Shares held by the Purchasersuch Purchaser from time to time. In the event the any Purchaser has any Claim against the Company under this Agreement, the such Purchaser shall pursue such Claim solely against the Company and its assets outside the Trust Account and not against the property or any monies in the Trust Account, except for redemption and liquidation rights, if any, the Purchaser may have in respect of any Public Shares held by the Purchaser.

Appears in 2 contracts

Samples: Forward Purchase Agreement (Northern Genesis Acquisition Corp. II), Forward Purchase Agreement (Northern Genesis Acquisition Corp. II)

Waiver of Claims Against Trust. The NGC and each Purchaser hereby acknowledges that it is aware that the Company will establish a has established the Trust Account for the benefit of its the Company’s public stockholders upon the IPO Closing. The Purchaser, for itself NGC and its affiliates, each Purchaser hereby agrees that it has no right, title, interest or claim of any kind in or to any monies held in the Trust Account, or any other asset of the Company as a result of any liquidation of the Company, except for redemption and liquidation rights, if any, the that NGC or such Purchaser may have in respect of any Public Shares that may be held by the PurchaserNGC or such Purchaser from time to time. The NGC and each Purchaser hereby agrees that it shall have no right of set-off or any right, title, interest or claim of any kind (“Claim”) to, or to any monies in, in the Trust Account, and hereby irrevocably waives any Claim to, or to any monies in, the Trust Account that it may have now or in the future, except for redemption and liquidation rights, if any, the that NGC or such Purchaser may have in respect of any Public Shares held by the PurchaserNGC or such Purchaser from time to time. In the event the NGC or any Purchaser has any Claim against the Company under this Agreement, the NGC or such Purchaser shall pursue such Claim solely against the Company and its assets outside the Trust Account and not against the property or any monies in the Trust Account, except for redemption and liquidation rights, if any, the Purchaser may have in respect of any Public Shares held by the Purchaser.

Appears in 2 contracts

Samples: Forward Purchase Agreement (Northern Genesis Acquisition Corp. II), Forward Purchase Agreement (Northern Genesis Acquisition Corp. III)

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Waiver of Claims Against Trust. The Purchaser hereby acknowledges that it is aware that the Company will establish a Trust Account for the benefit of its public stockholders shareholders upon the IPO Closing. The Purchaser, for itself and its affiliates, hereby agrees that it has no right, title, interest or claim of any kind in or to any monies held in the Trust Account, or any other asset of the Company as a result of any liquidation of the Company, except for redemption and liquidation rights, if any, the Purchaser may have in respect of any Public Shares held by the Purchaser. The Purchaser hereby agrees that it shall have no right of set-off or any right, title, interest or claim of any kind (“Claim”) to, or to any monies in, the Trust Account, and hereby irrevocably waives any Claim to, or to any monies in, the Trust Account that it may have now or in the future, except for redemption and liquidation rights, if any, the Purchaser may have in respect of any Public Shares held by the Purchaser. In the event the Purchaser has any Claim against the Company under this Agreement, the Purchaser shall pursue such Claim solely against the Company and its assets outside the Trust Account and not against the property or any monies in the Trust Account, except for redemption and liquidation rights, if any, the Purchaser may have in respect of any Public Shares held by the Purchaser.

Appears in 1 contract

Samples: Forward Purchase Agreement (Tortoise Acquisition Corp. II)

Waiver of Claims Against Trust. The Purchaser hereby acknowledges that it is aware that the Company will establish a Trust Account for the benefit of its the Company’s public stockholders upon the IPO Closing. The Purchaser, for itself and its affiliates, hereby agrees that it has no right, title, interest or claim of any kind in or to any monies held in the Trust Account, or any other asset of the Company as a result of any liquidation of the Company, except for redemption and liquidation rights, if any, the Purchaser may have in respect of any Public Shares held by the Purchaser. The Purchaser hereby agrees that it shall have no right of set-off or any right, title, interest or claim of any kind (“Claim”) to, or to any monies in, the Trust Account, and hereby irrevocably waives any Claim to, or to any monies in, the Trust Account that it may have now or in the future, except for redemption and liquidation rights, if any, the Purchaser may have in respect of any Public Shares held by the Purchaser. In the event the Purchaser has any Claim against the Company under this Agreement, the Purchaser shall pursue such Claim solely against the Company and its assets outside the Trust Account and not against the property or any monies in the Trust Account, except for redemption and liquidation rights, if any, the Purchaser may have in respect of any Public Shares held by the Purchaser.

Appears in 1 contract

Samples: Forward Purchase Agreement (ECP Environmental Growth Opportunities Corp.)

Waiver of Claims Against Trust. The NGA and each Purchaser hereby acknowledges that it is aware that the Company will establish a has established the Trust Account for the benefit of its the Company’s public stockholders upon the IPO Closing. The Purchaser, for itself NGA and its affiliates, each Purchaser hereby agrees that it has no right, title, interest or claim of any kind in or to any monies held in the Trust Account, or any other asset of the Company as a result of any liquidation of the Company, except for redemption and liquidation rights, if any, the that NGA or such Purchaser may have in respect of any Public Shares that may be held by the PurchaserNGA or such Purchaser from time to time. The NGA and each Purchaser hereby agrees that it shall have no right of set-off or any right, title, interest or claim of any kind (“Claim”) to, or to any monies in, in the Trust Account, and hereby irrevocably waives any Claim to, or to any monies in, the Trust Account that it may have now or in the future, except for redemption and liquidation rights, if any, the that NGA or such Purchaser may have in respect of any Public Shares held by the PurchaserNGA or such Purchaser from time to time. In the event the NGA or any Purchaser has any Claim against the Company under this Agreement, the NGA or such Purchaser shall pursue such Claim solely against the Company and its assets outside the Trust Account and not against the property or any monies in the Trust Account, except for redemption and liquidation rights, if any, the Purchaser may have in respect of any Public Shares held by the Purchaser.

Appears in 1 contract

Samples: Form of Forward Purchase Agreement (Northern Genesis Acquisition Corp. III)

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