Amended and Restated Warrant Agreement definition

Amended and Restated Warrant Agreement means the amendment and restatement of the Company’s existing Warrant Agreement (the “Warrant Agreement”) between the Company and Continental Stock Transfer & Trust Company (the “Warrant Agent”), to be entered into in connection with the Closing between the Company and the Warrant Agent, in substantially the form attached as an exhibit to the Convertible Note Subscription Agreements, to enable the issuance of the Convertible Note Warrants.

Amended and Restated Warrant Agreement means the amended and restated warrant agreement between the Company and Continental Stock Transfer & Trust Company (the “Warrant Agent”), dated May 6, 2021.

Amended and Restated Warrant Agreement shall have the meaning set forth in Section 7.21.

Examples of Amended and Restated Warrant Agreement in a sentence

• Each Warrant entitled the holder to purchase 1.2858 shares of Common Stock at an initial exercise price of $10.75 per share, subject to adjustments as provided in the Amended and Restated Warrant Agreement, effective as of October 28, 2013, between the Issuer and American Stock Transfer & Trust Company, LLC, as warrant agent.

• Each Warrant entitled the holder to purchase 1.2858 shares of Common Stock at an initial exercise price of $10.75 per share, subject to adjustments as provided in the Amended and Restated Warrant Agreement, effective as of October 28, 2013 (the “ Warrant Agreement”), between the Issuer and American Stock Transfer & Trust Company, LLC, as warrant agent.

• Each Warrant shall entitle the holder thereof to purchase one share of the common stock of the Company, par value $0.001 per share (the “Common Stock”) at an exercise price of $6.00, in accordance with the terms of the Warrant as set forth in the Amended and Restated Warrant Agreement (the “Warrant Agreement”) dated as of October 3, 2007 by and between the Company and American Stock Transfer & Trust Company, as warrant agent.

• The terms of the Warrants are set forth in the Second Amended and Restated Warrant Agreement dated as of January [ ], 2008 (the “Warrant Agreement”), by and between the Company and American Stock Transfer & Trust Company.

• At the effective time of the SPAC Amalgamation, pursuant to Section 9.8 of the SPAC Warrant Agreement, New SPAC and Computershare shall enter into the Amended and Restated Warrant Agreement to reflect that, effective upon consummation of the SPAC Amalgamation, each Public Warrant and Private Placement Warrant will entitle the holder to purchase New SPAC Class A Common Shares in accordance with the terms and subject to the conditions set forth in the Amended and Restated Warrant Agreement.

More Definitions of Amended and Restated Warrant Agreement

Amended and Restated Warrant Agreement means the Warrant Agreement, as amended by the assignment and assumption agreement, dated as of the date hereof, pursuant to which, among other things, and subject to the terms and conditions set forth therein, SPAC will assign to PubCo all of its rights, interests, and obligations in and under the Warrant Agreement and (b) amend the Warrant Agreement to change all references to Warrants (as such term is defined therein) to PubCo Warrants (and all references to Ordinary Shares (as such term is defined therein) underlying such warrants to PubCo Class A Ordinary Shares).

Amended and Restated Warrant Agreement means an amended and restated warrant agreement entered into by and between the Company and Computershare on August 23, 2021.

Amended and Restated Warrant Agreement has the meaning assigned to such term in second paragraph of this Agreement.

Amended and Restated Warrant Agreement means that certain Warrant Agreement, dated as of August 30, 2021, by and between the Company and American Stock Transfer & Trust Company, LLC.

Amended and Restated Warrant Agreement. Section 6.18 “Applicable Legal Requirements” Schedule A “Applicable Period” Section 3.15(l) “Approvals” Section 3.06(b) “Articles Amendment” Recitals

Amended and Restated Warrant Agreement. Section 8.06 “Audited Financial Statements” Section 4.08(b) “Available SPAC Cash” Section 7.03(a) “Cayman Companies Act” Recitals “CBA” Section 4.12(a)(vii) “Closing” Section 3.02(a) “Closing Date” Section 3.02(a) “Closing Press Release” Section 8.05(c) “Company” Preamble “Company Benefit Plan” Section 4.13(a) “Company Designee” Section 8.09(c) “Company Employees” Section 4.13(a) “Company Extraordinary General Meeting” Section 8.10 “Company Lock-Up Shareholder” Recitals “Company Lock-Up Shareholder Agreements” Recitals “Company Meeting Change” Section 8.10 “Company Permits” Section 4.11 “Company Related Party Transaction” Section 4.22 “Company Shareholder Lock-Up Agreements” Recitals “Company Software” Section 4.18(d) “Company Voting Agreements” Recitals “Company Voting Shareholders” Recitals “Confidentiality Agreement” Section 11.09 “Continental” Section 8.06 “Continuing Employee” Section 6.06(b) “Creator” Section 4.18(c) “D&O Indemnitees” Section 7.01(a) Term Section “D&O Tail” Section 7.01(b) “Earnout Event” Section 3.05(a) “Earnout Participants” Section 3.05(a) “Earnout Period” Section 3.05(a) “Earnout Shares” Section 3.05(a) “EIP Initial Share Reserve” Section 6.06(a) “Enforceability Exceptions” Section 4.03 “Equity Plan” Recitals “ERISA” Section 4.13(a) “Exchange Agent” Section 3.03(a) “Exchange Agent Agreement” Section 3.03(a) “Excluded Share” Section 3.01(g) “Existing D&O Arrangements” Section 7.01(a) “Federal Securities Laws” Section 5.08(a) “Financial Statements” Section 4.08(b) “First Effective Time” Section 2.03(a) “First Merger” Recitals “First Plan of Merger” Section 2.03(a) ‘Incentive Award Pool” Section 6.06(b) “Intended Tax Treatment” Recitals “Interim A&R AoA” Recitals “Interim Period” Section 6.01 “Leased Company Real Property” Section 4.17(b) “Leases” Section 4.17(b) “Listing A&R AoA” Recitals “Merger Consideration” Section 3.01(c) “Mergers” Recitals “Merger Sub” Preamble “Merger Sub II” Preamble “Merger Sub Shares” Section 3.01(f) “Minimum Available SPAC Cash Amount” Section 7.03(a) “Most Recent Balance Sheet” Section 4.08(a) “Non-Recourse Party” Section 11.14 “Officers” Section 8.09 “Open Source License” Section 4.18(d) “Party” Preamble “PIIA” Section 4.13(b) “PIPE Agreement” Recitals “PIPE Financing” Recitals “PIPE Investors” Recitals “Proxy Statement” Section 8.02(a)(i) “Proxy Statement/Prospectus” Section 8.02(a)(i) “Recapitalization” Section 2.01(b) “Registration Rights Agreement” Recitals

Amended and Restated Warrant Agreement means the amended and restated warrant agreement attached hereto as Exhibit A.