Non-Redemption Clause Samples
The Non-Redemption clause prohibits a party, typically the issuer of securities or shares, from buying back or redeeming those securities before a specified date or under certain conditions. In practice, this means that investors cannot demand the return of their principal investment, nor can the issuer voluntarily repurchase the securities, until the agreed-upon terms are met. This clause ensures stability and predictability for both parties by preventing premature redemption, thereby protecting the interests of investors who seek to maintain their investment for a minimum period and allowing the issuer to plan its financial obligations without unexpected outflows.
Non-Redemption. The Holder hereby agrees to either not request redemption or to reverse any previously submitted redemption demand with respect to an aggregate of _____ Public Shares (“Non-Redeemed Shares”) it holds at the Meeting; provided that in no event ▇▇▇▇ ▇▇▇▇▇▇ be required to hold a number of Public Shares representing in excess of 9.9% of the total number of shares of Class A common stock of the Company following the effectuation of the Extension Proposal. The Holder shall have no obligation to hold any Public Shares following the effectuation of the Extension.
Non-Redemption. The Holder hereby agrees either not to request redemption in connection with the Extension or to reverse any previously submitted redemption demand in connection with the Extension with respect to the aggregate number of Class A Ordinary Shares set forth on Exhibit A hereto (“Non-Redeemed Shares”) it holds; provided that in no event w▇▇▇ ▇▇▇▇▇▇ be required to hold a number of Class A Ordinary Shares representing in excess of 9.9% of the total number of Class A Ordinary Shares of the Company outstanding following the effectuation of the Extension Proposal. The Non-Redeemed Shares held by the Holder shall not be subject to any transfer restrictions other than with respect to this Section 1, and the Holder shall have no obligation to hold any Class A Ordinary Shares following the date of the Meeting. Nothing in this Agreement is intended to restrict or prohibit the Holder’s ability to redeem any Class A Ordinary Shares other than the Non-Redeemed Shares. The Company shall provide the Holder with the final number of Class A Ordinary Shares prior to the Extension, no later than 9:00 AM Eastern Time on the date of the Meeting (or such earlier time as necessary to allow Holder the reasonable opportunity to redeem additional shares or reverse any previously submitted redemption demand in connection with the Extension).
Non-Redemption. The Holder hereby agrees either not to request redemption in connection with the Extension or to reverse any previously submitted redemption demand in connection with the Extension with respect to the aggregate number of Class A Ordinary Shares set forth on Exhibit A hereto (the “Non-Redeemed Shares”) it holds; provided that in no event w▇▇▇ ▇▇▇▇▇▇ be required to hold a number of Class A Ordinary Shares representing in excess of 9.9% of the total number of Class A Ordinary Shares of the Company outstanding following the effectuation of the Extension Proposal (the “Ownership Limitation”) and the number of Non-Redeemed Shares shall be accordingly decreased. In the event that H▇▇▇▇▇ holds less than the number of Non-Redeemed Shares as set forth on Exhibit A hereto to comply with the Ownership Limitation, the number of Class A Ordinary Shares issuable to Holder under Section 2 herein shall be proportionately reduced. The Non-Redeemed Shares held by the Holder shall not be subject to any transfer restrictions other than with respect to this Section 1, and the Holder shall have no obligation to hold any Class A Ordinary Shares (including the Non-Redeemed Shares) following the date of the Meeting. Nothing in this Agreement is intended to restrict or prohibit the Holder’s ability to redeem any Class A Ordinary Shares other than the Non-Redeemed Shares. The Company shall provide the Holder with the final number of Class A Ordinary Shares prior to the Extension, no later than 9:00 AM Eastern Time on the date of the Meeting (or such earlier time as necessary to allow Holder the reasonable opportunity to redeem additional shares or reverse any previously submitted redemption demand in connection with the Extension).
Non-Redemption. Each Parent Shareholder hereby irrevocably and unconditionally agrees not to redeem, elect to redeem or tender or submit any of its Subject Parent Equity Securities for redemption in connection with such shareholder approval, the Merger, the Parent Proposals or any other transactions contemplated by the Merger Agreement or the Extension Proposal (the “Transactions”) and any attempt to redeem such Subject Parent Equity Securities will be void ab initio and of no effect.
Non-Redemption. The Holder hereby agrees either not to request redemption in connection with the Extension or to reverse any previously submitted redemption demand in connection with the Extension with respect to the aggregate number of shares of GigCapital5 Common Stock set forth on Exhibit A hereto (“Non-Redeemed GigCapital5 Shares”) it holds; provided that in no event ▇▇▇▇ ▇▇▇▇▇▇ be required to hold a number of shares of GigCapital5 Common Stock representing in excess of 9.9% of the total number of shares of GigCapital5 Common Stock outstanding following the effectuation of the Extension Proposal. The Non-Redeemed GigCapital5 Shares held by the Holder shall not be subject to any transfer restrictions other than with respect to this Section 1, and the Holder shall have no obligation to hold any shares of GigCapital5 Common Stock following the date of the Meeting. Nothing in this Agreement is intended to restrict or prohibit the Holder’s ability to redeem any shares of GigCapital5 Common Stock other than the Non-Redeemed GigCapital5 Shares. The Company shall provide the Holder with the final number of the GigCapital5 Common Stock immediately following completion of the Extension no later than 9:00 AM Eastern Time on the date of the Meeting (or such earlier time as necessary to allow Holder the reasonable opportunity to reverse any previously submitted redemption demand in connection with the Extension).
Non-Redemption. The Sponsor hereby unconditionally and irrevocably agrees that during the period from the date hereof through the Termination Date, the Sponsor shall not elect to redeem or tender or submit for redemption any of the Sponsor Shares pursuant to or in connection with any vote for the approval of any extension of the deadline for the SPAC to consummate its initial business combination.
Non-Redemption. The Holder hereby agrees to either not request redemption in connection with the Extension or to reverse any previously submitted redemption demand in connection with the Extension with respect to the aggregate number of shares of Class A Common Stock set forth on Exhibit A hereto (“Non-Redeemed Shares”) it holds; provided that in no event ▇▇▇▇ ▇▇▇▇▇▇ be required to hold a number of shares of Class A Common Stock representing in excess of 9.9% of the total number of shares of Class A Common Stock of the Company outstanding following the redemption of Class A Common Stock in connection with the Meeting. The Non-Redeemed Shares held by the Holder shall not be subject to any transfer restrictions other than with respect to this Section 1, and the Holder shall have no obligation to hold any shares of Class A Common Stock following the effectuation of the Extension. Nothing in this Agreement is intended to restrict or prohibit the Holder’s ability to redeem any shares of Class A Common Stock other than the Non-Redeemed Shares and, in the case of the Non-Redeemed Shares, the restrictions on the Holder’s ability to redeem shall only apply with respect to the Extension. The Company will file a Current Report on Form 8-K under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), reporting the number of shares of Class A Common Stock tendered for redemption prior to the redemption deadline, no later than 9:30 a.m. Eastern Time on the date following the redemption deadline.
Non-Redemption. Each Sponsor Party hereby irrevocably and unconditionally agrees that if SPAC seeks shareholder approval of (a) the transactions contemplated by the Business Combination Agreement or any Transaction Agreement or (b) the Extension Proposal, it or he shall not redeem any SPAC Shares owned by it or him in connection with any such shareholder approval. This Section 1 shall be void and of no force and effect if the Business Combination Agreement shall be terminated in accordance with its terms.
Non-Redemption. The Investor hereby agrees to not request redemption and, if applicable, to reverse any previously submitted redemption demand(s), with respect to the Non-Redeemed Shares. For purposes of this Agreement, “Non-Redeemed Shares” shall mean an amount of Class A ordinary shares held by the Investor equal to the lesser of (i) [●] Public Shares and (ii) 9.9% of the total number of outstanding Public Shares immediately following completion of the Extension Redemption. The Investor shall have no obligation to hold any Public Shares following the effectuation of the Extension. Nothing in this Agreement is intended to restrict or prohibit the Investor’s ability to redeem any Public Shares other than the Non-Redeemed Shares. The Sponsor shall provide the Investor with the final number of Public Shares immediately following completion of the Extension Redemption no later than 2:30 p.m. Eastern on the date of the Meeting.
Non-Redemption. 24 -------------- 6.1 Non-Redemption of Warrants:................................................................... 24 -------------------------- ARTICLE 7.......................................................................
