Common use of Lock-up; Transfer Restrictions Clause in Contracts

Lock-up; Transfer Restrictions. (a) The Sponsor and each Insider, with respect to itself, herself or himself, as applicable, agree that it, she or he shall not Transfer any Founder Shares (the “Founder Shares Lock-Up”) until the earlier of (A) one year after the completion of an initial Business Combination and (B) subsequent to an initial Business Combination, (x) if the closing price of the Ordinary Shares equals or exceeds $12.00 per share (as adjusted for share subdivisions, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after such initial Business Combination, or (y) the date on which the Company completes a liquidation, merger, share exchange or other similar transaction that results in all of the Company’s shareholders having the right to exchange their Ordinary Shares for cash, securities or other property (the “Founder Shares Lock-Up Period”).

Appears in 17 contracts

Samples: Letter Agreement (Hunt Companies Acquisition Corp. I), Letter Agreement (Trine II Acquisition Corp.), Letter Agreement (Hunt Companies Acquisition Corp. I)

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Lock-up; Transfer Restrictions. (a) The Sponsor and each Insider, with respect to itself, herself or himself, as applicable, Insider agree that it, she or he shall not Transfer any Founder Shares (the “Founder Shares Lock-Upup”) until the earlier earliest of (A) one year after the completion of an initial Business Combination and (B) subsequent to an initial Business Combination, (x) if the closing price of the Ordinary Shares equals or exceeds $12.00 per share (as adjusted for share subdivisions, share capitalizations, share consolidations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after such the Company’s initial Business Combination, or (y) the date on which the Company completes a liquidation, merger, share exchange or other similar transaction that results in all of the Company’s shareholders having the right to exchange their Ordinary Shares for cash, securities or other property (the “Founder Shares Lock-Up up Period”).

Appears in 10 contracts

Samples: Letter Agreement (Rose Hill Acquisition Corp), Letter Agreement (Lotus Technology Inc.), Letter Agreement (Rose Hill Acquisition Corp)

Lock-up; Transfer Restrictions. (a) The Sponsor and each Insider, with respect to itselfseverally and not jointly, herself or himself, as applicable, agree agrees that it, she or he it shall not Transfer any Founder Shares (the “Founder Shares Lock-Upup”) until the earlier earliest of (A) one year after the completion of an initial Business Combination and (B) subsequent to an initial Business Combination, the date on which (x) if the closing price of the Company’s Class A Ordinary Shares equals or exceeds $12.00 per share (as adjusted for share subdivisions, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after such the initial Business Combination, Combination or (y) the date on which the Company completes a liquidation, merger, share exchange or other similar transaction that results in all of the Company’s shareholders Public Shareholders having the right to exchange their Ordinary Public Shares for cash, securities or other property (the “Founder Shares Lock-Up up Period”).

Appears in 8 contracts

Samples: Letter Agreement (Lazard Healthcare Acquisition Corp. I), Letter Agreement (Lazard Fintech Acquisition Corp. I), Letter Agreement (Lazard Healthcare Acquisition Corp. I)

Lock-up; Transfer Restrictions. (a) The Sponsor and each Insider, with respect to itself, herself or himself, as applicable, agree Insider agrees that it, he or she or he shall not Transfer any Founder Shares (the “Founder Shares Lock-Up”or any shares of Class A Common Stock issuable upon conversion thereof) until the earlier of (A) one year after the completion of an the Company’s initial Business Combination and (B) subsequent to an initial the Business Combination, (x) if the closing price of the Ordinary Shares Class A Common Stock equals or exceeds $12.00 per share (as adjusted for share subdivisionsstock splits, share capitalizationsstock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after such the Company’s initial Business Combination, Combination or (y) the date on which the Company completes a liquidation, merger, share exchange capital stock exchange, reorganization or other similar transaction that results in all of the Company’s shareholders stockholders having the right to exchange their Ordinary Shares shares of Class A Common Stock for cash, securities or other property (the “Founder Shares Lock-Up up Period”).

Appears in 6 contracts

Samples: Letter Agreement (RXR Acquisition Corp.), Letter Agreement (RXR Acquisition Corp.), Letter Agreement (Tishman Speyer Innovation Corp. II)

Lock-up; Transfer Restrictions. (a) The Sponsor and each Insider, with respect to itself, herself or himself, as applicable, agree that it, she or he shall not Transfer any Founder Shares (the “Founder Shares Lock-Up”) until the earlier of (A) one year after the completion of an initial Business Combination and (B) subsequent to an initial Business Combination, (x) if the closing price of the Ordinary Shares equals or exceeds $12.00 per share (as adjusted for share subdivisions, share capitalizations, reorganizations, recapitalizations and the like) for any 20 twenty (20) trading days within any 30-trading thirty (30)-trading day period commencing at least 150 one-hundred-fifty (150) days after such initial Business Combination, or (y) the date on which the Company completes a liquidation, merger, share exchange or other similar transaction that results in all of the Company’s shareholders having the right to exchange their Ordinary Shares for cash, securities or other property (the “Founder Shares Lock-Up Period”).

Appears in 4 contracts

Samples: Letter Agreement (Andretti Acquisition Corp.), Letter Agreement (Andretti Acquisition Corp.), Letter Agreement (Andretti Acquisition Corp.)

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Lock-up; Transfer Restrictions. (a) The Each Sponsor and each Insider, with respect to itselfseverally and not jointly, herself or himself, as applicable, agree agrees that it, she or he it shall not Transfer any Founder Shares (the “Founder Shares Lock-Upup”) until the earlier earliest of (A) one year after the completion of an initial Business Combination and (B) subsequent to an initial Business Combination, the date on which (x) if the closing price of the Company’s Class A Ordinary Shares equals or exceeds $12.00 per share (as adjusted for share subdivisions, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after such the initial Business Combination, Combination or (y) the date on which the Company completes a liquidation, merger, share exchange or other similar transaction that results in all of the Company’s shareholders Public Shareholders having the right to exchange their Ordinary Public Shares for cash, securities or other property (the “Founder Shares Lock-Up up Period”).

Appears in 1 contract

Samples: Letter Agreement (Israel Amplify Program Corp.)

Lock-up; Transfer Restrictions. (a) The Sponsor and each Insider, with respect to itself, herself or himself, as applicable, agree that it, she or he shall not Transfer any Founder Shares (the “Founder Shares Lock-Up”) until the earlier of (A) one year after the completion of an initial Business Combination and (B) subsequent to an initial Business Combination, (x) if the closing price of the Ordinary Shares equals or exceeds $12.00 per share (as adjusted for share subdivisions, share capitalizations, reorganizations, recapitalizations and the like) for any 20 twenty (20) trading days within any 30-trading thirty (30)-trading day period commencing at least 150 one-hundred-fifty (150) days after such initial Business Combination, or (y) the date on which the Company completes a liquidation, merger, share exchange or other similar transaction that results in all of the Company’s shareholders having the right to exchange their Ordinary Shares for cash, securities or other property (the “Founder Shares Lock-Up Period”).

Appears in 1 contract

Samples: Letter Agreement (Igniting Consumer Growth Acquisition Co LTD)

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