Contingent Forward Purchase Contract definition

Contingent Forward Purchase Contract means the agreement entered into by one of the Members of the Company concurrently with the IPO pursuant to which it may acquire Units in connection with an initial Business Combination.
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Contingent Forward Purchase Contract with Monroe Capital LLC (“Monroe”), pursuant to which Monroe has agreed to purchase 5,000,000 Units (the “Forward Purchase Units”), each such unit comprised of one Class A Ordinary Share and one warrant; and
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Contingent Forward Purchase Contract shall have the meaning given in the Recitals.
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Examples of Contingent Forward Purchase Contract in a sentence

  • Contingent Forward Purchase Contract On December 1, 2017, the Company entered into a contingent forward purchase contract (the “Contingent Forward Purchase Contract”) with HG Vora to purchase, in a private placement for gross proceeds of $62,500,000 to occur concurrently with the consummation of the Business Combination, 6,250,000 Units on the same terms as the sale of the Units in the Initial Public Offering at $10.00 per Unit (“Private Placement Units”).

  • Contingent Forward Purchase Contract On December 1, 2017, the strategic investor entered into a contingent forward purchase contract (the “Contingent Forward Purchase Contract”) with the Company to purchase, in a private placement for gross proceeds of $62,500,000 to occur concurrently with the consummation of the Business Combination, 6,250,000 Units on substantially the same terms as the sale of Units in the Initial Public Offering at $10.00 per Unit.

  • As a closing condition to the Contingent Forward Purchase Contract, the Company has agreed not to consummate a Business Combination without HG Vora’s consent; which approval can be withheld for any reason.

  • The original terms of the Contingent Forward Purchase Contract remain operative for a business combination with a target other than GTWY Holdings.

  • The Contingent Forward Purchase Contract has been duly authorized, executed and delivered by the Company and the Sponsor, and is a valid and binding agreement of the Company and the Sponsor, enforceable against the Company and the Sponsor in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, insolvency, or similar laws affecting creditors’ rights generally from time to time in effect and by equitable principles of general applicability.

  • The shares of Class A Common Stock included in the Units and the Forward Purchase Units have been duly and validly authorized and, when issued and delivered against payment for the Offered Securities by the Underwriters pursuant to this Agreement or by the Sponsor pursuant to the Contingent Forward Purchase Contract, as applicable, will be duly and validly issued, fully paid and non-assessable and free of preemptive rights, resale rights, rights of first refusal and similar rights.

  • In addition, the Company’s Business Combination must be approved by HG Vora as a condition to the Contingent Forward Purchase Contract (as described in Note 6).

  • The Contingent Forward Purchase Contract was waived by the strategic investor in the connection with the proposed Business Combination with Ensysce.

  • On December 27, 2019, the Contingent Forward Purchase Contract was amended to provide that the Contingent Forward Purchase Contract will terminate effective upon the closing in connection with the proposed business combination with GTWY Holdings.

  • Contingent Forward Purchase Contract On December 1, 2017, the Company entered into a contingent forward purchase contract (the “Contingent Forward Purchase Contract”) with HG Vora to purchase, in a private placement for gross proceeds $62,500,000 to occur concurrently with the consummation of the Business Combination, 6,250,000 Units on the same terms as the sale of the Units in the Initial Public Offering at $10.00 per Unit (“Private Placement Units”).


More Definitions of Contingent Forward Purchase Contract

Contingent Forward Purchase Contract means the agreement entered into by one of the Members of the Company concurrently with the IPO
Sample 1

Related to Contingent Forward Purchase Contract

  • Forward Purchase Agreement means an agreement that provides for the sale of equity securities in a private placement that will close substantially concurrently with the consummation of a Business Combination.

  • Purchase Contract when used with respect to any Security, means the contract forming a part of such Security and obligating the Company to (i) sell and the Holder of such Security to purchase Common Stock and (ii) pay the Holder Contract Adjustment Payments, if any, on the terms and subject to the conditions set forth in Article Five hereof.

  • PURCHASE CONTRACTCONTINUATIONPURCHASE CONTRACT 101018 REVISION: 220 Page 42 of 210ITEMEA 1034-0600-001DX-C9OBV - VEHICLE ASSEMBLYHQ0006-01-C-0001/HQ0006-01-C-00010080QUANTITY UM PART NUMBERVENDOR P/N DESCRIPTIONCUSTOMER / PRIME CONTRACT NUMBER PRIORITY RATING FUNDED UNIT PRICE FUNDED EXTENDED PRICE6111111 0000Quantity OrderedItem Reference: Definitized price included in Line Item 0078Ship This Item Only To: See Attachment A120,VHAP1H03*040PROJECT CCNTRUE MANUFACTURER675784Item Unit Value: $0.0000 Value Code: FItem Note: Booster Stack for IDC-6, IDC-7, IDC-8, IDC-9, XXX-00, XXX-00, XXX-00, XXX-00, XXX-00, XXX-00$0.0000 $0.000015-SEP-0415-OCT-0415-NOV-0414-DEC-0414-JAN-0514-FEB-0514-MAR-0515-APR-0516-MAY-0514-JUN-05Scheduled Delivery Date

  • Initial Purchase Price has the meaning set forth in Section 2.1.

  • Final Purchase Price has the meaning set forth in Section 2.02.

  • Equity-linked Securities means any debt or equity securities that are convertible, exercisable or exchangeable for Class A Shares issued in a financing transaction in connection with a Business Combination, including but not limited to a private placement of equity or debt.

  • Purchase Contract Agreement has the meaning specified in the Recitals.

  • Alternate VRDP Shares Purchase Agreement means any agreement with a successor liquidity provider replacing the VRDP Shares Purchase Agreement (or any replacement therefor) upon its termination in accordance with its terms and containing a Purchase Obligation substantially similar to the Purchase Obligation therein, as determined by the Fund.

  • Purchase Contract Settlement Date means [ ].

  • Initial Purchase Date means the date of the Initial Purchase.

  • Preferred Stock Purchase Agreement means the Preferred Stock Purchase Agreement, dated September 7, 2008, between the Company and the United States Department of the Treasury.

  • Initial Purchase Agreement means the Purchase Agreement (including the related Blanket Endorsement, Initial Xxxx of Sale and any attachments thereto) substantially in the form of Attachment A hereto (of which these Master Terms form a part by reference), to be executed by VL Funding, the VL Funding Eligible Lender Trustee on behalf of VL Funding, Funding and the Interim Eligible Lender Trustee on behalf of Funding, which shall certify that the representations and warranties made by VL Funding as set forth in Sections 5(A) and (B) and by the Servicer as set forth in Section 5(C) of these Master Terms are true and correct as of the Closing Date.

  • Final Purchase Date means the final date on which a purchase and sale of Loans and their Related Security is completed pursuant to the terms of the Mortgage Sale Agreement;

  • Purchase Confirmation A letter agreement, substantially in the form of Exhibit B hereto, executed by Countrywide and the Purchaser in connection with the purchase and sale of each Mortgage Loan Package, which sets forth the terms relating thereto including a description of the related Mortgage Loans (including the Mortgage Loan Schedule), the purchase price for such Mortgage Loans, the Closing Date and the Servicing Fee Rate.

  • Bond Purchase Agreement means a Bond Purchase Agreement, dated as of the sale of the Series KK-2019 Bonds, entered into by and between KUB and the Underwriter, in substantially the form of the document attached hereto as Exhibit A, subject to such changes as permitted by Section 9 hereof, as approved by the President and Chief Executive Officer of KUB, consistent with the terms of this resolution;

  • Original Purchase Price means the price paid by you for the motor vehicle or a maximum of 110% of the market value of the vehicle as defined by Glass's Guide Retail at time of purchase, whichever is the lesser (including all factory fitted accessories) and after any discount given, but does not include the cost of dealer fitted accessories, road fund licence, new vehicle registration fee, fuel, paintwork and/or upholstery protection kits, insurance premiums (including the premium for this policy), warranty premiums, any finance arrears and any such associated costs and any negative equity transferred from a previous finance agreement.

  • Stock Purchase Date has the meaning specified in the Stock Purchase Contract Agreement.

  • Underlying Agreement means an agreement that is an underlying agreement for the purposes of paragraph 48 or Schedule 6 to the Act.

  • Stock Purchase Price has the meaning set forth in Section 2 of the Subscription Agreement.

  • Optional Purchase Price has the meaning set forth in Section 8.1 of the Sale and Servicing Agreement.

  • Unit Purchase Agreement means the Common Unit and Class B Unit Purchase Agreement, dated as of December 1, 2006, among the Partnership and the purchasers named therein.

  • Asset-Backed Securities means securities which:

  • Series A Purchase Agreement means the Series A Preferred Unit Purchase Agreement, dated as of June 20, 2017, by and among the Partnership and the Series A Purchasers thereunder, as may be amended from time to time.

  • Sale and Purchase Agreement means the sale and purchase agreement entered into or to be entered into on the date of this Agreement between the Investor and the Company in the agreed form;

  • Series B Purchase Agreement means that certain Series B Preferred Stock Purchase Agreement, dated as of November 10, 2015, as amended and supplemented to date, by and among the Company and the investors signatory thereto.

  • Common Stock Purchase Agreement means an agreement among the Investor and/or PJC, Emergent and any Convertible Note Holder who accepts and exchanges all of its Convertible Notes in the Convertible Note Exchange Offer and elects to participate, substantially in the form attached hereto as Exhibit A, pursuant to which Emergent will issue and sell (a) to the Investor and/or PJC, in the aggregate, 75,000,000 Shares at a price of $0.20 per share, and (b) to any Convertible Note Holder who accepts and exchanges all of its Convertible Notes in the Convertible Note Exchange Offer that so requests, for every $1,000.00 of principal amount of Convertible Notes that it tenders into the Convertible Note Exchange Offer, 500 Shares at a price of $0.20 per share; provided, that the aggregate maximum number of Shares to be so issued and sold to the Convertible Note Holders who accept and exchange all of their Convertible Notes in the Convertible Note Exchange Offer pursuant to the Common Stock Purchase Agreement shall not exceed 40,000,000.