Common use of Deferred Underwriting Commission Clause in Contracts

Deferred Underwriting Commission. The Representative agrees that 3.5% of the gross proceeds from the sale of the Firm Units ($10,500,000) and the Option Units (up to $1,575,000) (collectively, the “Deferred Underwriting Commission”) will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Representative (on behalf of the Underwriters) for its own account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST&T, 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 Representative agrees that: (i) the Representative shall forfeit any rights or claims to the Deferred Underwriting Commission; 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 Stockholders.

Appears in 3 contracts

Samples: Underwriting Agreement (Banyan Acquisition Corp), Underwriting Agreement (Atlantic Coastal Acquisition Corp.), Underwriting Agreement (Atlantic Coastal Acquisition Corp.)

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Deferred Underwriting Commission. The Representative agrees that 3.5% of the gross proceeds from the sale of the Firm Units ($10,500,0007,000,000) and the Option Units (up to $1,575,0001,050,000) (collectively, the “Deferred Underwriting Commission”) will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Representative (on behalf of the Underwriters) for its own account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST&T, 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 Representative agrees that: (i) the Representative shall forfeit any rights or claims to the Deferred Underwriting Commission; 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 Stockholders.

Appears in 2 contracts

Samples: Underwriting Agreement (Direct Selling Acquisition Corp.), Underwriting Agreement (Direct Selling Acquisition Corp.)

Deferred Underwriting Commission. The Representative agrees that 3.5% of the gross proceeds from the sale of the Firm Units ($10,500,0003,500,000) and the Option Units (up to $1,575,000525,000) (collectively, the “Deferred Underwriting Commission”) will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Representative (on behalf of the Underwriters) for its own account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST&T, 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 Representative agrees that: (i) the Representative shall forfeit any rights or claims to the Deferred Underwriting Commission; 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 StockholdersShareholders.

Appears in 2 contracts

Samples: Underwriting Agreement (Integrated Wellness Acquisition Corp), Underwriting Agreement (Integrated Wellness Acquisition Corp)

Deferred Underwriting Commission. The Representative agrees Representatives agree that 3.5% of the gross proceeds from the sale of the Firm Units ($10,500,0007,000,000) and 5.5% of the gross proceeds from the sale of the Option Units (up to $1,575,0001,650,000) (collectively, the “Deferred Underwriting Commission”) will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Representative Representatives (on behalf of the Underwriters) for its their own account accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST&T, 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 Representative agrees Representatives agree that: (i) the Representative Representatives shall forfeit any rights or claims to the Deferred Underwriting Commission; 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 Stockholders.

Appears in 2 contracts

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

Deferred Underwriting Commission. The Representative agrees that 3.53.0% of the gross proceeds from the sale of the Firm Units ($10,500,0009,000,000) and 5.0% of the gross proceeds from the sale of the Option Units (up to $1,575,0002,250,000) (collectively, 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 the Representative (on behalf of the Underwriters) for its own account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST&TCST, 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 Representative agrees that: (i) the Representative shall forfeit any rights or claims to the Deferred Underwriting Commission; 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 Stockholders.

Appears in 2 contracts

Samples: Underwriting Agreement (Matlin & Partners Acquisition Corp), Underwriting Agreement (Matlin & Partners Acquisition Corp)

Deferred Underwriting Commission. The Representative agrees that 3.5% of the gross proceeds from the sale of the Firm Units ($10,500,0005,250,000) and the Option Units (up to $1,575,000787,500) (collectively, the “Deferred Underwriting Commission”) will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Representative (on behalf of the Underwriters) for its own account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST&T, 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 Representative agrees that: (i) the Representative shall forfeit any rights or claims to the Deferred Underwriting Commission; 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 StockholdersShareholders.

Appears in 2 contracts

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

Deferred Underwriting Commission. The Representative agrees Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($10,500,0005,250,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $1,575,000) 787,500), if any (collectively, the “Deferred Underwriting Commission”) ), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Representative (on behalf of the Underwriters) for its own account Representatives upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST&T, 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 Representative agrees Representatives agree that: (i) the Representative shall forfeit any all rights or claims to the Deferred Underwriting CommissionCommission shall be forfeited; 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 Stockholders.

Appears in 1 contract

Samples: Underwriting Agreement (Accretion Acquisition Corp.)

Deferred Underwriting Commission. The Representative agrees that 3.5% of the gross proceeds from the sale of the Firm Units ($10,500,0007,000,000) and 5.5% of the gross proceeds from the sale of the Option Units (up to $1,575,0001,650,000) (collectively, the “Deferred Underwriting Commission”) will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Representative (on behalf of the Underwriters) Cantor Xxxxxxxxxx for its own account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST&TCST, 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 Representative agrees that: (i) the Representative shall forfeit any rights or claims to the Deferred Underwriting Commission; 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 StockholdersShareholders.

Appears in 1 contract

Samples: Underwriting Agreement (Thunder Bridge Acquisition LTD)

Deferred Underwriting Commission. The Representative agrees that 3.54.0% of the gross proceeds from the sale of the Firm Units ($10,500,0006,000,000) and 6.0% of the gross proceeds from the sale of the Option Units (up to $1,575,0001,350,000) (collectively, the "Deferred Underwriting Commission") will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Representative (on behalf of the Underwriters) Cantor Xxxxxxxxxx for its own account upon consummation of the Company’s 's initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST&TCST, 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 Representative agrees that: (i) the Representative shall forfeit any rights or claims to the Deferred Underwriting Commission; 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 Stockholders.

Appears in 1 contract

Samples: Underwriting Agreement (Tiberius Acquisition Corp)

Deferred Underwriting Commission. The Representative agrees that 3.5% of the gross proceeds from the sale of the Firm Units ($10,500,0008,750,000) and the Option Units (up to $1,575,0001,312,500) (collectively, the “Deferred Underwriting Commission”) will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Representative (on behalf of the Underwriters) for its own account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST&T, 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 Representative agrees that: (i) the Representative shall forfeit any rights or claims to the Deferred Underwriting Commission, including any accrued interest thereon; 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 Stockholders.

Appears in 1 contract

Samples: Underwriting Agreement (EG Acquisition Corp.)

Deferred Underwriting Commission. The Representative agrees Representatives agree that 3.5% of the gross proceeds from the sale of the Firm Units ($10,500,0002,625,000) and the Option Units (up to $1,575,000393,750) (collectively, the “Deferred Underwriting Commission”) will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Representative Representatives (on behalf of the Underwriters) for its their own account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST&T, 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 Representative agrees Representatives agree that: (i) the Representative Representatives shall forfeit any rights or claims to the Deferred Underwriting Commission; 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 StockholdersShareholders.

Appears in 1 contract

Samples: Underwriting Agreement (Counter Press Acquisition Corp)

Deferred Underwriting Commission. The Representative agrees that 3.54.0% of the gross proceeds from the sale of the Firm Units ($10,500,0008,400,000) and the Option Units (up to $1,575,0001,260,000) (collectively, the “Deferred Underwriting Commission”) will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Representative (on behalf of the Underwriters) for its own account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST&T, 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 Representative agrees that: (i) the Representative shall forfeit any rights or claims to the Deferred Underwriting Commission; 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 Stockholders.

Appears in 1 contract

Samples: Underwriting Agreement (Banyan Acquisition Corp)

Deferred Underwriting Commission. The Representative agrees Representatives agree that 3.5% of the gross proceeds from the sale of the Firm Units ($10,500,0007,000,000) and the Option Units (up to $1,575,0001,050,000) (collectively, the “Deferred Underwriting Commission”) will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Representative Representatives (on behalf of the Underwriters) for its their own account accounts upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST&T, 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 Representative agrees Representatives agree that: (i) the Representative Representatives shall forfeit any rights or claims to the Deferred Underwriting Commission; 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 Stockholders.

Appears in 1 contract

Samples: Underwriting Agreement (Hawks Acquisition Corp)

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Deferred Underwriting Commission. The Representative agrees that 3.5% of the gross proceeds from the sale and purchase of the Firm Units ($10,500,0007,700,000) and the Option Units (up to $1,575,0001,155,000) (collectively, the “Deferred Underwriting Commission”) will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Representative (on behalf of the Underwriters) for its own account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST&T, 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 Representative agrees that: (i) the Representative shall forfeit any rights or claims to the Deferred Underwriting Commission, including any accrued interest thereon; 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 Stockholders.

Appears in 1 contract

Samples: Underwriting Agreement (Rosecliff Acquisition Corp I)

Deferred Underwriting Commission. The Representative agrees that 3.5% of the gross proceeds from the sale of the Firm Units ($10,500,0007,875,000) and the Option Units (up to $1,575,0001,181,250) (collectively, the “Deferred Underwriting Commission”) will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Representative (on behalf of the Underwriters) for its own account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST&T, 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 Representative agrees that: (i) the Representative shall forfeit any rights or claims to the Deferred Underwriting Commission, including any accrued interest thereon; 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 Stockholders.

Appears in 1 contract

Samples: Underwriting Agreement (EG Acquisition Corp.)

Deferred Underwriting Commission. The Representative agrees that 3.54.0% of the gross proceeds from the sale of the Firm Units ($10,500,0008,000,000) and the Option Units (up to $1,575,0001,200,000) (collectively, the “Deferred Underwriting Commission”) will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Representative (on behalf of the Underwriters) for its own account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST&T, 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 Representative agrees that: (i) the Representative shall forfeit any rights or claims to the Deferred Underwriting Commission; 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 Stockholders.

Appears in 1 contract

Samples: Underwriting Agreement (Banyan Acquisition Corp)

Deferred Underwriting Commission. The Representative agrees that 3.54.0% of the gross proceeds from the sale of the Firm Units ($10,500,0006,000,000) and 6.0% of the gross proceeds from the sale of the Option Units (up to $1,575,0001,350,000) (collectively, 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 the Representative (on behalf of the Underwriters) for its own account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST&TCST, 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 Representative agrees that: (i) the Representative shall forfeit any rights or claims to the Deferred Underwriting Commission; 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 Stockholders.

Appears in 1 contract

Samples: Underwriting Agreement (M III Acquisition Corp.)

Deferred Underwriting Commission. The Representative agrees Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($10,500,0006,300,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $1,575,000) 945,000), if any (collectively, the “Deferred Underwriting Commission”) ), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Representative (on behalf of the Underwriters) for its own account Representatives upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST&T, 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 Representative agrees Representatives agree that: (i) the Representative shall forfeit any all rights or claims to the Deferred Underwriting CommissionCommission shall be forfeited; 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 Stockholders.

Appears in 1 contract

Samples: Underwriting Agreement (Accretion Acquisition Corp.)

Deferred Underwriting Commission. The Representative agrees that 3.5% of the gross proceeds from the sale of the Firm Units ($10,500,0004,550,000) and 5.5% of the gross proceeds from the sale of the Option Units (up to $1,575,0001,072,500) (collectively, the “Deferred Underwriting Commission”) will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Representative (on behalf of the Underwriters) Cantor Xxxxxxxxxx for its own account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST&TCST, 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 Representative agrees that: (i) the Representative shall forfeit any rights or claims to the Deferred Underwriting Commission; 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 Stockholders.

Appears in 1 contract

Samples: Underwriting Agreement (Allegro Merger Corp.)

Deferred Underwriting Commission. The Representative agrees that 3.54.0% of the gross proceeds from the sale of the Firm Units ($10,500,0006,000,000) and 6.0% of the gross proceeds from the sale of the Option Units (up to $1,575,0001,350,000) (collectively, the “Deferred Underwriting Commission”) will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Representative (on behalf of the Underwriters) Cantor Xxxxxxxxxx for its own account upon consummation of the Company’s initial Business Combination. In the event that the Company is unable to consummate a Business Combination and CST&TCST, 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 Representative agrees that: (i) the Representative shall forfeit any rights or claims to the Deferred Underwriting Commission; 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 Stockholders.

Appears in 1 contract

Samples: Underwriting Agreement (Tiberius Acquisition Corp)

Deferred Underwriting Commission. The Representative agrees Underwriters agree that 3.5% of the gross proceeds from the sale of the Firm Units ($10,500,0005,250,000) and 3.5% of the gross proceeds from the sale of the Option Units (up to $1,575,000) 787,500), if any (collectively, the “Deferred Underwriting Commission”) ), will be deposited and held in the Trust Account and payable directly from the Trust Account, without accrued interest, to the Representative (on behalf of the Underwriters) for its own account Representatives as provided in Schedule B hereto upon consummation of the Company’s initial Business Combination. In the event that If the Company is unable to consummate a Business Combination and CST&T, 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 Representative agrees Representatives agree that: (i) the Representative shall forfeit any all rights or claims to the Deferred Underwriting CommissionCommission shall be forfeited; 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 Stockholders.

Appears in 1 contract

Samples: Underwriting Agreement (Dorchester Capital Acquisition Corp.)

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