Common use of Deferred Commission Clause in Contracts

Deferred Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $525,000) (the “Deferred Underwriting Commission”) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to Chardan for its own account upon consummation of the Business Combination. The Deferred Underwriting Commission is due and payable only to Chardan. In the event that the Company is unable to consummate a Business Combination and Continental Stock Transfer & Trust Company, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission any Underwriter may have; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the public shareholders.

Appears in 2 contracts

Samples: Underwriting Agreement (Nocturne Acquisition Corp), Underwriting Agreement (Nocturne Acquisition Corp)

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Deferred Commission. The Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($3,500,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $525,000) (the “Deferred Underwriting Commission”) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to Chardan for its own account upon consummation of the Business Combination. The Deferred Underwriting Commission is due and payable only to Chardan. In the event that the Company is unable to consummate a Business Combination and Continental Stock Transfer & Trust Company, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission any Underwriter may have; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the public shareholdersstockholders.

Appears in 1 contract

Samples: Underwriting Agreement (Nocturne Acquisition Corp)

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Deferred Commission. The Underwriters agree that 3.53.0% of the gross proceeds from the sale of the Firm Units ($3,500,0001,800,000) and 3.53.0% of the gross proceeds from the sale of the Option Units (up to $525,000270,000) (the “Deferred Underwriting Commission”) will be deposited in and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to Chardan for its own account upon consummation of the Business Combination. The Deferred Underwriting Commission is due and payable is issuable, only to Chardan. In the event that the Company is unable to consummate a Business Combination and Continental Stock Transfer & Trust Company, as the trustee of the Trust Account (in this context, the “Trustee”), commences liquidation of the Trust Account as provided in the Trust Agreement, the Underwriters agree that: (i) the Underwriters hereby forfeit any rights or claims to the Deferred Underwriting Commission any Underwriter may have; and (ii) the Deferred Underwriting Commission, together with all other amounts on deposit in the Trust Account, shall be distributed on a pro-rata basis among the public shareholdersstockholders.

Appears in 1 contract

Samples: Underwriting Agreement (Mountain Crest Acquisition Corp. V)

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