What Is A Forward Purchase Agreement Spac

CONSIDERING that the parties wish to enter into this contract, that, immediately prior to the conclusion of the initial consolidation of the company (the “commercial transaction”), the company issues and sells the purchaser, and that the purchaser determines by the company on a private placement basis the number of forward purchase shares (as defined below) in accordance with Section 1, point a) (ii), and the number of forward warrants (as defined below) 1(a) (ii) to the conditions outlined above; g) No short selling. The purchaser accepts that neither he nor a natural or legal person acting on his behalf or on the basis of an association will do short dirty with respect to the securities of the company before the conclusion of the business combination. For the purposes of this section, “short sales” include, without restriction, all “short sales” within the meaning of Rule 200, in accordance with the SHO rule, in accordance with the Exchange Act, as well as all types of direct and indirect share transfers (with the exception of formal commitments under premium brokerage agreements) , early selling contracts, Options, puts, calls, swaps and other similar agreements (including on the basis of total return), and sales and other transactions through non-U.S. corporate brokers or foreign regulated brokers. o) no other representations and guarantees; Non-trust. With the exception of the specific insurance and guarantees contained in this section 2 and in a certificate or agreement provided under this Agreement, neither the purchaser, a person acting on behalf of the purchaser, nor the buyer`s related entity (the “buying parties”) has provided, does not provide, provide any other express or implied insurance or guarantee to the purchaser and that offer. , and the acquiring parties refuse such insurance or guarantee. With the exception of the specific assurances and guarantees that the company expressly provided in Section 3 of this agreement and in a certificate or agreement provided under this agreement, the acquiring parties expressly refuse to rely on other assurances or guarantees provided by the company, a person on behalf of the entity or one of the related companies (collectively , “corporate parties”).

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