Amendments to Certificate of Incorporation. 3.22.1 The Company covenants and agrees, that prior to its initial Business Combination it will not seek to amend or modify its Certificate of Incorporation, except as set forth in the Certificate of Incorporation. 3.22.2 The Company acknowledges that the purchasers of the Public Securities in the Offering shall be deemed to be third party beneficiaries of this Agreement and specifically this Section 3.22.
Appears in 7 contracts
Samples: Underwriting Agreement (Haymaker Acquisition Corp.), Underwriting Agreement (Haymaker Acquisition Corp.), Underwriting Agreement (Haymaker Acquisition Corp.)
Amendments to Certificate of Incorporation. 3.22.1 (i) The Company covenants and agrees, that prior to its initial Business Combination it will not seek to amend or modify any of provisions (A) β (F) of Article Sixth of its Certificate of Incorporation, except as set forth in the Certificate of Incorporation.
3.22.2 (ii) The Company acknowledges that the purchasers of the Public Securities in the Offering shall be deemed to be third party beneficiaries of this Agreement and specifically this Section 3.223.23.
(iii) The Representative specifically advises the Company that it will not waive this Section 3.23 under any circumstances.
Appears in 5 contracts
Samples: Underwriting Agreement (International Brands Management Group LTD), Underwriting Agreement (International Brands Management Group LTD), Underwriting Agreement (International Brands Management Group LTD)
Amendments to Certificate of Incorporation. 3.22.1 (i) The Company covenants and agrees, that prior to its initial Business Combination it will not seek to amend or modify any of provisions (A) β (F) of Article Sixth of its Certificate of Incorporation, except as set forth in the Certificate of Incorporation.
3.22.2 (ii) The Company acknowledges that the purchasers of the Public Securities in the Offering shall be deemed to be third party beneficiaries of this Agreement and specifically this Section 3.223.23.
(iii) The Representative specifically advises the Company that it will not waive this Section 3.23 under any circumstances.
Appears in 4 contracts
Samples: Underwriting Agreement (TM Entertainment & Media, Inc.), Underwriting Agreement (TM Entertainment & Media, Inc.), Underwriting Agreement (TM Entertainment & Media, Inc.)
Amendments to Certificate of Incorporation. 3.22.1 (i) The Company covenants and agrees, that prior to its initial Business Combination it will not seek to amend or modify any of provisions (A) - (F) of Article Sixth of its Certificate of Incorporation, except as set forth in the Certificate of Incorporation.
3.22.2 (ii) The Company acknowledges that the purchasers of the Public Securities in the Offering shall be deemed to be third party beneficiaries of this Agreement and specifically this Section 3.223.23.
(iii) The Representative specifically advises the Company that it will not waive this Section 3.23 under any circumstances.
Appears in 4 contracts
Samples: Underwriting Agreement (FMG Acquisition Corp), Underwriting Agreement (FMG Acquisition Corp), Underwriting Agreement (FMG Acquisition Corp)
Amendments to Certificate of Incorporation. 3.22.1 3.23.1 The Company covenants and agrees, that prior to its initial Business Combination it will not seek to amend or modify its Certificate of Incorporation, except as set forth in the Certificate of Incorporation.
3.22.2 3.23.2 The Company acknowledges that the purchasers of the Public Securities in the Offering shall be deemed to be third party beneficiaries of this Agreement and specifically this Section 3.22.
Appears in 4 contracts
Samples: Underwriting Agreement (KBL Merger Corp. Iv), Underwriting Agreement (KBL Merger Corp. Iv), Underwriting Agreement (KBL Merger Corp. Iv)
Amendments to Certificate of Incorporation. 3.22.1 3.27.1 The Company covenants and agrees, that prior to its initial Business Combination it will not seek to amend or modify its Certificate Memorandum and Articles of IncorporationAssociation, as amended, including, but not limited to Regulation 23, except as set forth in the Certificate Memorandum and Articles of IncorporationAssociation.
3.22.2 3.27.2 The Company acknowledges that the purchasers of the Public Securities in the Offering shall be deemed to be third party beneficiaries of this Agreement and specifically this Section 3.223.27.
Appears in 3 contracts
Samples: Underwriting Agreement (BGS Acquisition Corp.), Underwriting Agreement (BGS Acquisition Corp.), Underwriting Agreement (BGS Acquisition Corp.)
Amendments to Certificate of Incorporation. 3.22.1 3.27.1 The Company covenants and agrees, that prior to its initial Business Combination Transaction it will not seek to amend or modify its Certificate of Incorporation, except as set forth in the amended, including, but not limited to Article IX of its Certificate of Incorporation, without the prior written consent of the Representative.
3.22.2 3.27.2 The Company acknowledges that the purchasers of the Public Securities in the Offering shall be deemed to be third party beneficiaries of this Agreement and specifically this Section 3.223.26.2.
3.27.3 The Representative specifically advises the Company that it will not waive this Section under any circumstances.
Appears in 2 contracts
Samples: Underwriting Agreement (Empeiria Acquisition Corp), Underwriting Agreement (Empeiria Acquisition Corp)
Amendments to Certificate of Incorporation. 3.22.1 3.27.1 The Company covenants and agrees, that prior to its initial Business Combination it will not seek to amend or modify its Certificate Memorandum and Articles of IncorporationAssociation, except as set forth in amended, including, but not limited to Regulation 23, without the Certificate prior written consent of Incorporationthe Representative.
3.22.2 3.27.2 The Company acknowledges that the purchasers of the Public Securities in the Offering shall be deemed to be third party beneficiaries of this Agreement and specifically this Section 3.223.27.
Appears in 2 contracts
Samples: Underwriting Agreement (BGS Acquisition Corp.), Underwriting Agreement (BGS Acquisition Corp.)
Amendments to Certificate of Incorporation. 3.22.1 3.23.1 The Company covenants and agrees, that prior to its initial Business Combination it will not seek to amend or modify Article Sixth of its Certificate of Incorporation, except as set forth in Incorporation without the Certificate prior written consent of Incorporationthe Representative.
3.22.2 3.23.2 The Company acknowledges that the purchasers of the Public Securities in the Offering shall be deemed to be third party beneficiaries of this Agreement and specifically this Section 3.223.23.
3.23.3 The Representative specifically advises the Company that it will not waive this Section 3.23 under any circumstances.
Appears in 1 contract
Samples: Underwriting Agreement (Pacific Monument Acquisition Corp)