Common use of Extension of Time to Consummate a Business Combination Clause in Contracts

Extension of Time to Consummate a Business Combination. (a) Parent shall prepare (with the Company’s reasonable cooperation) and file with the SEC a mutually acceptable proxy statement (such proxy statement, together with any amendments or supplements thereto, the “Extension Proxy Statement”) to amend the Parent organizational documents to extend the period of time Parent is afforded under its organizational documents and the final prospectus relating to the IPO to consummate an initial business combination from June 30, 2023 to September 30, 2023 (or such earlier date to which the parties mutually agree in writing) (the “Extension Proposal”) on terms and conditions agreed upon by the parties. The Parent shall cooperate and provide the Company (and its counsel) with a reasonable opportunity to review and comment on and approve in writing (which approval will not be unreasonably withheld, conditioned or delayed) the Extension Proxy Statement, and any amendment or supplement thereto, and any responses to comments from the SEC or its staff or the provision of additional information in connection therewith, prior to filing or delivery of the same with or to the SEC. The Parent Parties shall consider the comments of the Company in good faith. The Parent Parties, with the assistance and written approval of the Company, will promptly respond to any SEC comments on the Extension Proxy Statement and will use all commercially reasonable efforts to cause the Extension Proxy Statement to be cleared by the SEC as promptly as practicable after such filing. The Parent Parties will advise the Company promptly after: (A) the time when the Extension Proxy Statement has been filed; (B) in the event the Extension Proxy Statement is not reviewed by the SEC, the expiration of the waiting period in Rule 14a-6(a) under the Exchange Act; (C) in the event the preliminary Extension Proxy Statement is reviewed by the SEC, receipt of oral or written notification of the completion of the review by the SEC; (D) the filing of any supplement or amendment to the Extension Proxy Statement; (E) any request by the SEC for amendment of the Extension Proxy Statement; (F) any comments from the SEC relating to the Extension Proxy Statement and responses thereto (and shall provide the Company with a copy or, in the case of oral communications, summary of such comments); (G) requests by the SEC for additional information (and shall provide the Company with a copy or, in the case of oral communications, summary of such request); and (H) any other communication, whether written or oral, from the SEC (and shall provide the Company with a copy or, in the case of oral communications, summary of such communication).

Appears in 2 contracts

Samples: Merger Agreement (Clearday, Inc.), Merger Agreement (Viveon Health Acquisition Corp.)

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Extension of Time to Consummate a Business Combination. (a) Parent Acquiror shall prepare (cooperate in good faith with the Company’s reasonable cooperation) and file with the SEC a mutually acceptable proxy statement (such proxy statement, together with any amendments or supplements thereto, the “Extension Proxy Statement”) to amend the Parent organizational documents to extend the period of time Parent is afforded under its organizational documents and the final prospectus relating to the IPO to consummate an initial business combination from June 30, 2023 to September 30, 2023 (or such earlier date to which the parties mutually agree in writing) (the “Extension Proposal”) on terms and conditions agreed upon by the parties. The Parent shall cooperate Company and provide the Company (and its counsel) with a reasonable opportunity to review and comment on and approve in writing (which approval will not be unreasonably withheld, conditioned or delayed) the Extension Proxy Statement, and any amendment or supplement theretoto Extension Proxy Statement, and any responses to comments from the SEC or its staff or the provision of additional information in connection therewith, prior to filing or delivery of the same with or to the SEC. The Parent Parties Acquiror shall consider the comments of the Company in good faith. The Parent Parties, with the assistance and written approval of the Company, Acquiror will promptly respond to any SEC comments on the Extension Proxy Statement and will use all commercially reasonable best efforts to cause the Extension Proxy Statement to be cleared by the SEC as promptly as practicable after such filingpracticable. The Parent Parties Acquiror will advise the Company promptly after: (A) the time when the Extension Proxy Statement has been filed; (B) in the event the Extension Proxy Statement is not reviewed by the SEC, the expiration of the waiting period in Rule 14a-6(a) under the Exchange Act; (CB) in the event the preliminary Extension Proxy Statement is reviewed by the SEC, receipt of oral or written notification of the completion of the review by the SEC; (DC) the filing of any supplement or amendment to the Extension Proxy Statement; (ED) any request by the SEC for amendment of the Extension Proxy Statement; (FE) any comments from the SEC relating to the Extension Proxy Statement and responses thereto (and shall provide the Company with a copy or, in the case of oral communications, summary of such comments); (GF) requests by the SEC for additional information (and shall provide the Company with a copy or, in the case of oral communications, summary of such request); and (HG) any other communication, whether written or oral, from the SEC (and shall provide the Company with a copy or, in the case of oral communications, summary of such communication).

Appears in 2 contracts

Samples: Agreement and Plan of Merger (10X Capital Venture Acquisition Corp. III), Agreement and Plan of Merger (10X Capital Venture Acquisition Corp. II)

Extension of Time to Consummate a Business Combination. (a) Parent shall prepare (with the Company’s reasonable cooperation) and file with the SEC a mutually acceptable proxy statement (such proxy statement, together with any amendments or supplements thereto, the “Extension Proxy Statement”) to amend the Parent organizational documents to extend the period of time Parent is afforded under its organizational documents and the final prospectus relating to the IPO to consummate an initial business combination from June 30, 2023 to September 30, 2023 (or such earlier date to which the parties mutually agree in writing) (the “Extension Proposal”) on terms and conditions agreed upon by the parties. The Parent Acquiror shall cooperate and provide the Company (and its counsel) with a reasonable opportunity to review and comment on and approve in writing (which approval will shall not be unreasonably withheld, conditioned or delayed) , provided that the Extension Proxy Statement, and any amendment or supplement thereto, and any responses to comments from the SEC or its staff or the provision of additional information in connection therewith, prior to filing or delivery of the same with or to the SEC. The Parent Parties Acquiror shall consider have considered the comments of the Company in good faith. The Parent ) any amendments or supplements to the proxy statement (such proxy statements, together with any amendments or supplements thereto, the “Extension Proxy Statement”) to amend the Acquiror Organizational Documents, on terms and conditions agreed by the Parties, with to extend the assistance and written approval period of time Acquiror is afforded under the CompanyAcquiror Organizational Documents to consummate a business combination until February 20, will promptly respond 2024 (or up to any SEC comments on the Extension Proxy Statement and will use all commercially reasonable efforts to cause the Extension Proxy Statement to be cleared January 20, 2025 if eleven (11) additional monthly extensions are approved thereafter by the SEC as promptly as practicable after board of directors of Acquiror) (such filingdate the “Extension Date” and such amendment, the “Extension Proposal”). The Parent Parties Acquiror will advise the Company promptly after: (A) the time when the Extension Proxy Statement has been filed; (B) in the event the Extension Proxy Statement is not reviewed by the SEC, the expiration of the waiting period in Rule 14a-6(a) under the Exchange Act; (C) in the event the preliminary Extension Proxy Statement is reviewed by the SEC, receipt of oral or written notification of the completion of the review by the SEC; (D) the filing of any supplement or amendment to the Extension Proxy Statement; (EB) any request by the SEC for amendment of the Extension Proxy Statement; (FC) any comments from the SEC relating to the Extension Proxy Statement and responses thereto (and shall provide the Company with a copy or, in the case of oral communications, summary of such comments); (GD) requests by the SEC for additional information (and shall provide the Company with a copy or, in the case of oral communications, summary of such request); and (HE) any other communication, whether written or oral, from the SEC (and shall provide the Company with a copy or, in the case of oral communications, summary of such communication).. 57

Appears in 1 contract

Samples: Agreement and Plan of Merger (OCA Acquisition Corp.)

Extension of Time to Consummate a Business Combination. (a) Parent Acquiror shall prepare (cooperate in good faith with the Company’s reasonable cooperation) and file with the SEC a mutually acceptable proxy statement (such proxy statement, together with any amendments or supplements thereto, the “Extension Proxy Statement”) to amend the Parent organizational documents to extend the period of time Parent is afforded under its organizational documents and the final prospectus relating to the IPO to consummate an initial business combination from June 30, 2023 to September 30, 2023 (or such earlier date to which the parties mutually agree in writing) (the “Extension Proposal”) on terms and conditions agreed upon by the parties. The Parent shall cooperate Company and provide the Company (and its counsel) with a reasonable opportunity to review and comment on and approve in writing (which approval will not be unreasonably withheld, conditioned or delayed) the any Extension Proxy Statement, and any amendment or supplement thereto, and any responses to comments from the SEC or its staff or the provision of additional information in connection therewith, prior to filing or delivery of the same with or to the SEC. The Parent Parties Acquiror shall consider the comments of the Company in good faith. The Parent Parties, with the assistance and written approval of the Company, Acquiror will promptly respond to any SEC comments on the such Extension Proxy Statement and will use all commercially reasonable best efforts to cause the such Extension Proxy Statement to be cleared by the SEC as promptly as practicable after such filingpracticable. The Parent Parties Acquiror will advise the Company promptly after: (A) the time when the Extension Proxy Statement has been filed; (B) in the event the such Extension Proxy Statement is not reviewed by the SEC, the expiration of the waiting period in Rule 14a-6(a) under the Exchange Act; (CB) in the event the preliminary such Extension Proxy Statement is reviewed by the SEC, receipt of oral or written notification of the completion of the review by the SEC; (DC) the filing of any supplement or amendment to the such Extension Proxy Statement; (ED) any request by the SEC for amendment of the such Extension Proxy Statement; (FE) any comments from the SEC relating to the such Extension Proxy Statement and responses thereto (and shall provide the Company with a copy or, in the case of oral communications, summary of such comments); (GF) requests by the SEC for additional information (and shall provide the Company with a copy or, in the case of oral communications, summary of such request); and (HG) any other communication, whether written or oral, from the SEC (and shall provide the Company with a copy or, in the case of oral communications, summary of such communication).

Appears in 1 contract

Samples: Agreement and Plan of Merger (10X Capital Venture Acquisition Corp. III)

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Extension of Time to Consummate a Business Combination. (a) Parent As soon as practicable after the execution of this Agreement, BCSA shall prepare (with the Company’s reasonable cooperation) and file with the SEC a mutually acceptable proxy statement reasonably acceptable in form and substance to the Company (such proxy statement, together with any amendments or supplements thereto, the “Extension Proxy Statement”) to amend the Parent organizational documents BCSA Governing Documents, on terms and conditions agreed by the Parties, to extend the period of time Parent BCSA is afforded under its organizational documents and the final prospectus relating to the IPO Governing Documents to consummate an its initial business combination from June 30(such amendment, 2023 to September 30, 2023 (or such earlier date to which the parties mutually agree in writing) (the “Extension Proposal”) on terms and conditions agreed upon by the parties). The Parent BCSA shall cooperate and provide the Company (and its counsel) with a reasonable opportunity to review and comment on and approve in writing (which approval will not be unreasonably withheld, conditioned any amendments or delayed) supplements to the Extension Proxy Statement, and any amendment or supplement thereto, and any responses to comments from the SEC or its staff or the provision of additional information in connection therewith, prior to filing or delivery of the same with or to the SEC. The Parent Parties shall consider the comments of the Company in good faith. The Parent PartiesBCSA, with the assistance and written approval of the Company, will promptly respond to any SEC comments on the Extension Proxy Statement and will use all commercially reasonable efforts to cause the Extension Proxy Statement to be cleared by the SEC as promptly as practicable after such filing. The Parent Parties BCSA will advise the Company promptly after: (Ai) the time when the Extension Proxy Statement has been filed; (Bii) in the event the Extension Proxy Statement is not reviewed by the SEC, the expiration of the waiting period in Rule 14a-6(a) under the Exchange Act; (Ciii) in the event the preliminary Extension Proxy Statement is reviewed by the SEC, receipt of oral or written notification of the completion of the review by the SEC; (Div) the filing of any supplement or amendment to the Extension Proxy Statement; (Ev) any request by the SEC for amendment of the Extension Proxy Statement; (Fvi) any comments from the SEC relating to the Extension Proxy Statement and responses thereto (and shall provide the Company with a copy or, in the case of oral communications, summary of such comments); (Gvii) requests by the SEC for additional information (and shall provide the Company with a copy or, in the case of oral communications, a summary of such request); and (Hviii) any other communication, whether written or oral, from the SEC in respect thereof (and shall provide the Company with a copy or, in the case of oral communications, a summary of such communication).

Appears in 1 contract

Samples: Business Combination Agreement (Blockchain Coinvestors Acquisition Corp. I)

Extension of Time to Consummate a Business Combination. (a) Parent shall prepare (with the Company’s reasonable cooperation) Plum has prepared and file filed with the SEC a mutually acceptable definitive proxy statement (such definitive proxy statement, together with any amendments or supplements thereto, the “Extension Proxy Statement”) to amend the Parent organizational documents Plum’s Governing Documents to extend the period of time Parent Plum is afforded under its organizational documents and the final prospectus relating to the IPO Governing Documents to consummate an initial a business combination from June 30to a date that is at, 2023 or provides Plum with the option to September 30extend such period to, 2023 at the earliest the Termination Date (or such earlier date to which as the parties mutually may agree in writing) (the “Extension Proposal”) on terms and conditions agreed upon by the parties). The Parent Plum shall cooperate and provide the Company (and its counsel) with a reasonable opportunity to review and comment on and approve in writing (which approval will not be unreasonably withheld, conditioned any amendments or delayed) supplements to the Extension Proxy Statement, and any amendment or supplement thereto, and any responses to comments from the SEC or its staff or the provision of additional information in connection therewith, prior to filing or delivery of the same with or to the SEC. The Parent Parties Plum shall consider the comments of the Company in good faith. The Parent PartiesPlum, with the assistance and written approval of the Company, will promptly respond to any SEC comments on the Extension Proxy Statement and will use all commercially reasonable efforts to cause the Extension Proxy Statement to be cleared by the SEC as promptly as practicable after such filing. The Parent Parties Plum will advise the Company promptly after: (A) the time when the Extension Proxy Statement has been filed; (B) in the event the Extension Proxy Statement is not reviewed by the SEC, the expiration of the waiting period in Rule 14a-6(a) under the Exchange Act; (C) in the event the preliminary Extension Proxy Statement is reviewed by the SEC, receipt of oral or written notification of the completion of the review by the SEC; (D) the filing of any supplement or amendment to the Extension Proxy Statement; (EB) any request by the SEC for amendment of the Extension Proxy Statement; (FC) any comments from the SEC relating to the Extension Proxy Statement and responses thereto (and shall provide the Company with a copy or, in the case of oral communications, summary of such comments); (GD) requests by the SEC for additional information (and shall provide the Company with a copy or, in the case of oral communications, summary of such request); and (HE) any other communication, whether written or oral, from the SEC (and shall provide the Company with a copy or, in the case of oral communications, summary of such communication).

Appears in 1 contract

Samples: Business Combination Agreement (Plum Acquisition Corp. I)

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