Common use of Business Combinations Clause in Contracts

Business Combinations. The Company will not consummate a Business Combination with any entity that is affiliated with any Insider unless (i) the Company obtains an opinion from an independent investment banking firm that is a member of FINRA or another independent entity reasonably acceptable to the Representative with respect to fair market value and that the Business Combination is fair to the Company’s stockholders from a financial perspective and (ii) such transaction is approved by a majority of the Company’s disinterested independent directors. No Insider or any affiliate of an Insider shall receive any fees of any type (other than repayment of loans and reimbursement of ordinary and customary expenses incurred on behalf of the Company) in connection with any Business Combination.

Appears in 11 contracts

Samples: Underwriting Agreement (Locust Walk Acquisition Corp.), Underwriting Agreement (Locust Walk Acquisition Corp.), Underwriting Agreement (Fintech Acquisition Corp V)

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Business Combinations. The Company will not consummate a Business Combination with any entity that is affiliated with any Insider unless (i) the Company obtains an opinion from an independent investment banking firm that is a member of FINRA or another independent entity reasonably acceptable to the Representative Representatives with respect to fair market value and that the Business Combination is fair to the Company’s stockholders from a financial perspective and (ii) such transaction is approved by a majority of the Company’s disinterested independent directors. No Insider or any affiliate of an Insider shall receive any fees of any type (other than repayment of loans and reimbursement of ordinary and customary expenses incurred on behalf of the Company) in connection with any Business Combination.

Appears in 4 contracts

Samples: Underwriting Agreement (Insu Acquisition Corp Iii), Underwriting Agreement (Insu Acquisition Corp Iii), Underwriting Agreement (FinTech Acquisition Corp. IV)

Business Combinations. The Company will not consummate a Business Combination with any entity that is affiliated with any Insider unless (i) the Company obtains an opinion from an independent investment banking firm that is a member of FINRA or another independent entity reasonably acceptable to the Representative with respect to fair market value and that the Business Combination is fair to the Company’s stockholders from a financial perspective and (ii) such transaction is approved by a majority of the Company’s disinterested independent directors. No Insider or any affiliate of an Insider shall receive any fees of any type (other than repayment of loans the Sponsor Loans and reimbursement of ordinary and customary expenses incurred on behalf of the Company) in connection with any Business Combination.

Appears in 3 contracts

Samples: Underwriting Agreement (Fintech Acquisition Corp. II), Underwriting Agreement (Fintech Acquisition Corp. II), Underwriting Agreement (FinTech Acquisition Corp)

Business Combinations. The Company will not consummate a Business Combination with any entity that is affiliated with any Insider unless (i) the Company obtains an opinion from an independent investment banking firm that is a member of FINRA or another an independent entity reasonably acceptable to the Representative accounting firm with respect to fair market value and that the Business Combination is fair to the Company’s stockholders from a financial perspective point of view and (ii) such transaction is approved by a majority of the Company’s disinterested independent directors. No Insider or any affiliate of an Insider shall receive any fees of any type (other than repayment of loans and reimbursement of ordinary and customary expenses incurred on behalf of the Company) in connection with any Business Combination.

Appears in 2 contracts

Samples: Underwriting Agreement (FTAC Parnassus Acquisition Corp.), Underwriting Agreement (FTAC Parnassus Acquisition Corp.)

Business Combinations. The Company will not consummate a Business Combination with any entity that is affiliated with any Insider unless (i) the Company obtains an opinion from an independent investment banking firm that is a member of FINRA or another independent entity reasonably acceptable firm that commonly renders valuation opinions on the type of company the Company is seeking to the Representative with respect to fair market value and acquire or from an independent accounting firm that the Business Combination is fair to the Company’s stockholders shareholders from a financial perspective and (ii) such transaction is approved by a majority of the Company’s disinterested and independent directorsdirectors (if there are any) approve such transaction. No Insider or any affiliate of an Insider shall receive any fees of any type (other than repayment of loans and reimbursement of ordinary and customary expenses incurred on behalf of the Company) in connection with any Business Combination.

Appears in 2 contracts

Samples: Underwriting Agreement (Thunder Bridge Acquisition LTD), Underwriting Agreement (Thunder Bridge Acquisition LTD)

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Business Combinations. The Company will not consummate a Business Combination with any entity that is affiliated with any Insider unless (i) the Company obtains an opinion from an independent investment banking firm that is a member of FINRA or another independent entity reasonably acceptable to the Representative (with respect to fair market value and value) that the Business Combination is fair to the Company’s stockholders from a financial perspective and (ii) such transaction is approved by a majority of the Company’s disinterested independent directors. No Insider or any affiliate of an Insider shall receive any fees of any type (other than repayment of loans and reimbursement of ordinary and customary expenses incurred on behalf of the Company) in connection with any Business Combination.

Appears in 1 contract

Samples: Underwriting Agreement (FinTech Acquisition Corp)

Business Combinations. The Company will not consummate a Business Combination with any entity that is affiliated with any Insider unless (i) the Company obtains an opinion from an independent investment banking firm that is a member of FINRA or another independent entity reasonably acceptable firm that commonly renders valuation opinions on the type of company the Company is seeking to the Representative with respect to fair market value and acquire or from an independent accounting firm that the Business Combination is fair to the Company’s stockholders from a financial perspective and (ii) such transaction is approved by a majority of the Company’s disinterested and independent directorsdirectors (if there are any) approve such transaction. No Insider or any affiliate of an Insider shall receive any fees of any type (other than repayment of loans and reimbursement of ordinary and customary expenses incurred on behalf of the Company) in connection with any Business Combination.

Appears in 1 contract

Samples: Underwriting Agreement (Tiberius Acquisition Corp)

Business Combinations. The Company will not consummate a Business Combination with any entity that is affiliated with any Insider unless (i) the Company obtains an opinion from an independent investment banking firm that is a member of FINRA or another independent entity reasonably acceptable firm that commonly renders valuation opinions on the type of company the Company is seeking to the Representative with respect to fair market value and acquire or from an independent accounting firm that the Business Combination is fair to the Company’s 's stockholders from a financial perspective and (ii) such transaction is approved by a majority of the Company’s 's disinterested and independent directorsdirectors (if there are any) approve such transaction. No Insider or any affiliate of an Insider shall receive any fees of any type (other than repayment of loans and reimbursement of ordinary and customary expenses incurred on behalf of the Company) in connection with any Business Combination.

Appears in 1 contract

Samples: Underwriting Agreement (Tiberius Acquisition Corp)

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