Forward Purchase Agreements definition

Forward Purchase Agreements shall have the meaning given in the Recitals hereto.

Forward Purchase Agreements means forward purchase agreements entered into among the Company, the Sponsor and certain investors prior to the IPO.

Forward Purchase Agreements means the forward purchase agreements entered into, or amended and restated, by ION on January 26, 2021;

Examples of Forward Purchase Agreements in a sentence

• Pursuant to the Forward Purchase Agreements, the Company has also granted certain registration rights in respect of the Forward Purchase Shares, the Forward Purchase Warrants and the Ordinary Shares underlying the Forward Purchase Warrants.

• Each of the Forward Purchase Agreements 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.

• Investment Agreements, including GIC’s, Forward Purchase Agreements and Reserve Fund Put Agreements acceptable to the Credit Facility Providers.

• Each of the Forward Purchase Agreements has been duly authorized, executed and delivered by the Company, and is a valid and binding agreement of the Company, enforceable against the Company 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 Ordinary Shares issuable upon exercise of the Private Placement Warrants and the Forward Purchase Warrants have been duly authorized and reserved for issuance and, when issued and delivered against payment therefor pursuant to the Private Placement Warrants Purchase Agreement, the Amended and Restated Memorandum and Articles of Association, the Forward Purchase Agreements, and the Warrant Agreement, as applicable, will be validly issued as fully paid and non-assessable.

More Definitions of Forward Purchase Agreements

Forward Purchase Agreements means the Forward Purchase Agreements, dated as of June 4, 2018, among the Sponsor, the Company and each investor party thereto.

Forward Purchase Agreements means agreements providing for the sale of an aggregate 6,000,000 Ordinary Shares and 1,500,000 Warrants to certain investors in a private placement that will close concurrently with the closing of the initial Business Combination and the transfer of 750,000 Founder Shares by the Sponsor to such investors prior to the Public Offering; (iv) “Forward Purchase Shares” shall mean the Ordinary Shares to be issued to the Anchor Investors pursuant to the Forward Purchase Agreements; (v) “Founder Shares” shall mean an aggregate of 9,375,000 Class B ordinary shares of the Company, par value $0.0001 per share, held by the Sponsor and Insiders and the Class A ordinary shares that will be issued upon the automatic conversion of the Class B ordinary shares at the time of our initial business combination or earlier at the option of the holders thereof; (vi) “Private Placement Warrants” shall mean the warrants to purchase Ordinary Shares of the Company that will be acquired by the Sponsor for an aggregate purchase price of $8,000,000 (or up to $8,900,000 if the Underwriters exercise their option to purchase additional units), or $1.50 per Warrant, in a private placement that shall close simultaneously with the consummation of the Public Offering (including Ordinary Shares issuable upon conversion thereof); (vii) “Public Shareholders” shall mean the holders of Ordinary Shares included in the Units issued in the Public Offering; (viii) “Public Shares” shall mean the Ordinary Shares included in the Units issued in the Public Offering; (ix) “Trust Account” shall mean the trust account into which a portion of the net proceeds of the Public Offering and the sale of the Private Placement Warrants shall be deposited; (x) “Transfer” shall mean the (a) sale of, offer to sell, contract or agreement to sell, hypothecate, pledge, grant of any option to purchase or otherwise dispose of or agreement to dispose of, directly or indirectly, or establishment or increase of a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, and the rules and regulations of the Commission promulgated thereunder with respect to, any security, (b) entry into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any security, whether any such transaction is to be settled by delivery of such securities, in cas...

Forward Purchase Agreements means the forward purchase agreements entered into, or amended and restated, by ION on January 26, 2021; “US GAAP” means accounting principles generally accepted in the United States of America.

Forward Purchase Agreements means, collectively, that certain Forward Purchase Agreement by and among the Company, Orchestra BioMed, Inc., and certain funds managed by RTW Investments, LP as Purchasing Parties (the “Sponsor Forward Purchase Agreement”), and that certain Forward Purchase Agreement by and among the Company, Orchestra BioMed, Inc., and Covidien Group S.à.x.x. (“Covidien Group”), an affiliate of Medtronic plc (the “Covidien Forward Purchase Agreement”).

Forward Purchase Agreements means the Forward Purchase Agreements, dated as of September 7, 2018, among Collier Creek, the Sponsor and Collier Creek’s independent directors, as applicable, pursuant to which the Sponsor and Collier Creek’s independent directors each agreed to purchase the Forward Purchase

Forward Purchase Agreements has the meaning given such term in the recitals.

Forward Purchase Agreements means the forward purchase agreements entered into between the forward purchasers party thereto and Alignvest pursuant to which the forward purchasers have agreed to purchase, among other securities, an aggregate of 11,300,000 Forward Purchase Common Shares and 3,766,659 Forward Purchase Warrants, including any other subscription for Alignvest Class B Shares (plus, if applicable, Alignvest Warrants) entered into prior to the Effective Time, for an aggregate purchase price of CDN$10 per unit and/or Alignvest Class B Share (plus, if applicable, Alignvest Warrants), in a private placement to occur concurrently with the closing of Alignvest’s Qualifying Acquisition.