No Amendment to Charter. 3.26.1 Prior to the closing of a Business Combination, the Company covenants and agrees it will not seek to amend or modify its amended and restated certificate of incorporation without the prior approval of its Board of Directors and the affirmative vote of at least a majority of the voting power of the outstanding shares of Common Stock. 3.26.2 The Company acknowledges that the purchasers of the Firm Units and Option Units in this Offering shall be deemed to be third party beneficiaries of this Section 3.26. 3.26.3 The Representative and the Company specifically agree that this Section 3.26 shall not be modified or amended in any way without the approval of at least a majority of the voting power of the outstanding shares of Common Stock.
Appears in 19 contracts
Samples: Underwriting Agreement (Gardiner Healthcare Acquisitions Corp.), Underwriting Agreement (Gardiner Healthcare Acquisitions Corp.), Underwriting Agreement (Chardan Nextech Acquisition Corp.)
No Amendment to Charter. 3.26.1 3.26.1. Prior to the closing of a Business Combination, the Company covenants and agrees it will not seek to amend or modify its amended and restated certificate of incorporation without the prior approval of its Board of Directors and the affirmative vote of at least a majority 65% of the voting power of the outstanding shares of Common Stock.
3.26.2 3.26.2. The Company acknowledges that the purchasers of the Firm Units and Option Units in this Offering shall be deemed to be third party beneficiaries of this Section 3.26.
3.26.3 3.26.3. The Representative and the Company specifically agree that this Section 3.26 shall not be modified or amended in any way without the approval of at least a majority 65% of the voting power of the outstanding shares of Common Stock.
Appears in 15 contracts
Samples: Underwriting Agreement (Bellevue Life Sciences Acquisition Corp.), Underwriting Agreement (Mountain Crest Acquisition Corp. V), Underwriting Agreement (Aquaron Acquisition Corp.)
No Amendment to Charter. 3.26.1 3.26.1. Prior to the closing of a Business Combination, the Company covenants and agrees it will not seek to amend or modify its amended memorandum and restated certificate articles of incorporation association without the prior approval of its Board of Directors and the affirmative vote of at least a majority 65% of the voting power of the outstanding shares of Common StockOrdinary Shares.
3.26.2 3.26.2. The Company acknowledges that the purchasers of the Firm Units and Option Units in this Offering shall be deemed to be third party beneficiaries of this Section 3.26.
3.26.3 3.26.3. The Representative and the Company specifically agree that this Section 3.26 shall not be modified or amended in any way without the approval of at least a majority 65% of the voting power of the outstanding shares of Common StockOrdinary Shares.
Appears in 12 contracts
Samples: Underwriting Agreement (8i Enterprises Acquisition Corp.), Underwriting Agreement (8i Enterprises Acquisition Corp.), Underwriting Agreement (8i Enterprises Acquisition Corp.)
No Amendment to Charter. 3.26.1 Prior to the closing of a Business Combination, the Company covenants and agrees it will not seek to amend or modify its amended memorandum and restated certificate articles of incorporation association without the prior approval of its Board of Directors and the affirmative vote of at least a majority 65% of the voting power of the outstanding shares of Common StockOrdinary Shares.
3.26.2 The Company acknowledges that the purchasers of the Firm Units and Option Units in this Offering shall be deemed to be third party beneficiaries of this Section 3.26.
3.26.3 The Representative and the Company specifically agree that this Section 3.26 shall not be modified or amended in any way without the approval of at least a majority 65% of the voting power of the outstanding shares of Common StockOrdinary Shares.
Appears in 11 contracts
Samples: Underwriting Agreement (Alphatime Acquisition Corp), Underwriting Agreement (Alphatime Acquisition Corp), Underwriting Agreement (Newborn Acquisition Corp)
No Amendment to Charter. 3.26.1 3.25.1 Prior to the closing of a Business Combination, the Company covenants and agrees it will not seek to amend or modify its amended memorandum and restated certificate articles of incorporation association without the prior approval of its Board of Directors and the affirmative vote of at least a majority two thirds of the voting power of the outstanding shares of Common StockOrdinary Shares.
3.26.2 3.25.2 The Company acknowledges that the purchasers of the Firm Units and Option Units in this Offering shall be deemed to be third party beneficiaries of this Section 3.263.25.
3.26.3 3.25.3 The Representative and the Company specifically agree that this Section 3.26 3.25 shall not be modified or amended in any way without the approval of at least a majority two thirds of the voting power of the outstanding shares of Common StockOrdinary Shares.
Appears in 11 contracts
Samples: Underwriting Agreement (Flag Ship Acquisition Corp), Underwriting Agreement (Flag Ship Acquisition Corp), Underwriting Agreement (Metal Sky Star Acquisition Corp)
No Amendment to Charter. 3.26.1 3.28.1. Prior to the closing of a Business Combination, the Company covenants and agrees it will not seek to amend or modify its amended and restated certificate of incorporation without the prior approval of its Board of Directors and the affirmative vote of at least a majority 65% of the voting power of the outstanding shares of Common Stock.
3.26.2 3.28.2. The Company acknowledges that the purchasers of the Firm Units and Option Units in this Offering shall be deemed to be third party beneficiaries of this Section 3.263.28.
3.26.3 3.28.3. The Representative and the Company specifically agree that this Section 3.26 3.28 shall not be modified or amended in any way without the approval of at least a majority 65% of the voting power of the outstanding shares of Common Stock.
Appears in 7 contracts
Samples: Underwriting Agreement (Bellevue Life Sciences Acquisition Corp.), Underwriting Agreement (Aquaron Acquisition Corp.), Underwriting Agreement (Aquaron Acquisition Corp.)
No Amendment to Charter. 3.26.1 Prior to the closing of a Business Combination, the (i) The Company covenants and agrees it will not seek to amend or modify Article SIXTH of its amended Amended and restated certificate Restated Certificate of incorporation Incorporation without the prior approval of its Board of Directors and the affirmative vote of at least a majority 65% of the voting power of the outstanding shares of Common StockStock that were issued in the Offering.
3.26.2 (ii) The Company acknowledges that the purchasers of the Firm Units and Option Units in this Offering shall be deemed to be third party beneficiaries of this Section 3.263.29.
3.26.3 (iii) The Representative and the Company specifically agree that this Section 3.26 3.29 shall not be modified or amended in any way without the approval of at least a majority 65% of the voting power of the outstanding shares of Common StockStock that were issued in the Offering.
Appears in 5 contracts
Samples: Underwriting Agreement (Trident Acquisitions Corp.), Underwriting Agreement (Trident Acquisitions Corp.), Underwriting Agreement (Trident Acquisitions Corp.)
No Amendment to Charter. 3.26.1 3.25.1. Prior to the closing of a Business Combination, the Company covenants and agrees it will not seek to amend or modify its certificate of incorporation and amended and restated certificate memorandum and articles of incorporation association without the prior approval of its Board of Directors and the affirmative vote of at least a majority of the voting power of the outstanding shares of Common StockClass A Ordinary Shares.
3.26.2 3.25.2. The Company acknowledges that the purchasers of the Firm Units and Option Units in this Offering shall be deemed to be third party beneficiaries of this Section 3.26.
3.26.3 3.25.3. The Representative and the Company specifically agree that this Section 3.26 shall not be modified or amended in any way without the approval of at least a majority of the voting power of the outstanding shares of Common StockClass A Ordinary Shares.
Appears in 3 contracts
Samples: Underwriting Agreement (ASPAC I Acquisition Corp.), Underwriting Agreement (ASPAC I Acquisition Corp.), Underwriting Agreement (ASPAC I Acquisition Corp.)
No Amendment to Charter. 3.26.1 3.27.1. Prior to the closing of a Business Combination, the Company covenants and agrees it will not seek to amend or modify its amended and restated certificate of incorporation Charter without the prior approval of its Board of Directors and the affirmative vote of at least a majority of the voting power of the outstanding shares of Common StockClass A Ordinary Shares.
3.26.2 3.27.2. The Company acknowledges that the purchasers of the Firm Units and the Option Units in this Offering shall be deemed to be third party beneficiaries of this Section 3.263.27.
3.26.3 3.27.3. The Representative and the Company specifically agree that this Section 3.26 3.27 shall not be modified or amended in any way without the approval of at least a majority of the voting power of the outstanding shares of Common StockClass A Ordinary Shares.
Appears in 3 contracts
Samples: Underwriting Agreement (Global SPAC Partners Co,), Underwriting Agreement (Global SPAC Partners Co,), Underwriting Agreement (Global SPAC Partners Co,)
No Amendment to Charter. 3.26.1 Prior to the closing of a Business Combination, the (i) The Company covenants and agrees it will not seek to amend or modify Article SIXTH of its amended Amended and restated certificate Restated Certificate of incorporation Incorporation or Bylaws without the prior approval of its Board of Directors and the affirmative vote of at least a majority 65% of the voting power of the outstanding shares of Common StockStock that were issued in the Offering.
3.26.2 (ii) The Company acknowledges that the purchasers of the Firm Units and Option Units in this Offering shall be deemed to be third party beneficiaries of Section 3.29 of this Section 3.26Agreement.
3.26.3 (iii) The Representative and the Company specifically agree that this Section 3.26 3.29 shall not be modified or amended in any way without the approval of at least a majority 65% of the voting power of the outstanding shares of Common StockStock that were issued in the Offering.
Appears in 3 contracts
Samples: Underwriting Agreement (Atlantic Acquisition Corp.), Underwriting Agreement (Jensyn Acquisition Corp.), Underwriting Agreement (Jensyn Acquisition Corp.)
No Amendment to Charter. 3.26.1 3.26.1. Prior to the closing of a Business Combination, the Company covenants and agrees it will not seek to amend or modify its amended and restated certificate of incorporation without the prior approval of its Board of Directors and the affirmative vote of at least a majority of the voting power of the outstanding shares of Common Stock.
3.26.2 3.26.2. The Company acknowledges that the purchasers of the Firm Units and Option Units in this Offering shall be deemed to be third party beneficiaries of this Section 3.263.25.
3.26.3 3.26.3. The Representative and the Company specifically agree that this Section 3.26 3.25 shall not be modified or amended in any way without the approval of at least a majority of the voting power of the outstanding shares of Common Stock.
Appears in 2 contracts
Samples: Underwriting Agreement (Redwoods Acquisition Corp.), Underwriting Agreement (Redwoods Acquisition Corp.)
No Amendment to Charter. 3.26.1 3.25.1. Prior to the closing of a Business Combination, the Company covenants and agrees it will not seek to amend or modify its amended and restated certificate of incorporation and bylaws without the prior approval of its Board of Directors and the affirmative vote of at least a majority of the voting power of the outstanding holders of shares of Common Stock.
3.26.2 3.25.2. The Company acknowledges that the purchasers of the Firm Units and Option Units in this Offering shall be deemed to be third party beneficiaries of this Section 3.26.
3.26.3 3.25.3. The Representative and the Company specifically agree that this Section 3.26 3.25 shall not be modified or amended in any way without the approval of at least a majority of the voting power of the outstanding shares of Common Stock.
Appears in 2 contracts
Samples: Underwriting Agreement (Yotta Acquisition Corp), Underwriting Agreement (Yotta Acquisition Corp)
No Amendment to Charter. 3.26.1 3.26.1. Prior to the closing of a Business Combination, the Company covenants and agrees it will not seek to amend or modify its amended and restated certificate of incorporation without the prior approval of its Board of Directors and the affirmative vote of at least a majority of the voting power of the outstanding shares of Common StockCompany’s ordinary shares.
3.26.2 3.26.2. The Company acknowledges that the purchasers of the Firm Units Securities and Option Units Securities in this Offering shall be deemed to be third party beneficiaries of this Section 3.26.
3.26.3 3.26.3. The Representative and the Company specifically agree that this Section 3.26 shall not be modified or amended in any way without the approval of at least a majority of the voting power of the outstanding shares of Common StockCompany’s ordinary shares.
Appears in 2 contracts
Samples: Underwriting Agreement (Health Sciences Acquisitions Corp 2), Underwriting Agreement (Health Sciences Acquisitions Corp 2)
No Amendment to Charter. 3.26.1 3.27.1. Prior to the closing of a Business Combination, the Company covenants and agrees it will not seek to amend or modify its amended and restated certificate of incorporation and bylaws without the prior approval of its Board of Directors and the affirmative vote of at least a majority of the voting power of the outstanding shares of Common Stock.
3.26.2 3.27.2. The Company acknowledges that the purchasers of the Firm Units and Option Units in this Offering shall be deemed to be third party beneficiaries of this Section 3.26.
3.26.3 3.27.3. The Representative and the Company specifically agree that this Section 3.26 shall not be modified or amended in any way without the approval of at least a majority of the voting power of the outstanding shares of Common Stock.
Appears in 2 contracts
Samples: Underwriting Agreement (Hudson Acquisition I Corp.), Underwriting Agreement (Hudson Acquisition I Corp.)
No Amendment to Charter. 3.26.1 3.26.1. Prior to the closing of a Business Combination, the Company covenants and agrees it will not seek to amend or modify its amended and restated certificate memorandum and articles of incorporation association without the prior approval of its Board of Directors and the affirmative vote of at least a majority 65% of the voting power of the outstanding shares of Common StockOrdinary Shares.
3.26.2 3.26.2. The Company acknowledges that the purchasers of the Firm Units and Option Units in this Offering shall be deemed to be third party beneficiaries of this Section 3.26.
3.26.3 3.26.3. The Representative and the Company specifically agree that this Section 3.26 shall not be modified or amended in any way without the approval of at least a majority 65% of the voting power of the outstanding shares of Common StockOrdinary Shares.
Appears in 2 contracts
Samples: Underwriting Agreement (Nocturne Acquisition Corp), Underwriting Agreement (Nocturne Acquisition Corp)
No Amendment to Charter. 3.26.1 3.27.1. Prior to the closing of a Business Combination, the Company covenants and agrees it will not seek to amend or modify its amended and restated certificate memorandum and articles of incorporation association without the prior approval of its Board of Directors and the affirmative vote of at least a majority of the voting power of the outstanding shares of Common StockOrdinary Shares.
3.26.2 3.27.2. The Company acknowledges that the purchasers of the Firm Units and Option Units in this Offering shall be deemed to be third party beneficiaries of this Section 3.263.27.
3.26.3 3.27.3. The Representative and the Company specifically agree that this Section 3.26 3.27 shall not be modified or amended in any way without the approval of at least a majority 65% of the voting power of the outstanding shares of Common StockOrdinary Shares.
Appears in 2 contracts
Samples: Underwriting Agreement (Global Lights Acquisition Corp), Underwriting Agreement (Global Lights Acquisition Corp)
No Amendment to Charter. 3.26.1 (i) Prior to the closing of a Business Combination, the Company covenants and agrees it will not seek to amend or modify its amended and restated certificate of incorporation without the prior approval of its Board of Directors and the affirmative vote of at least a majority of the voting power of the outstanding Company’s shares of Common Stock.
3.26.2 (ii) The Company acknowledges that the purchasers of the Firm Units Securities and Option Units Securities in this Offering shall be deemed to be third party beneficiaries of this Section 3.263(x).
3.26.3 (iii) The Representative and the Company specifically agree that this Section 3.26 3(x) shall not be modified or amended in any way without the approval of at least a majority of the voting power of the outstanding Company’s shares of Common Stock.
Appears in 2 contracts
Samples: Underwriting Agreement (BCTG Acquisition Corp.), Underwriting Agreement (BCTG Acquisition Corp.)
No Amendment to Charter. 3.26.1 Prior to the closing of a Business Combination, the (i) The Company covenants and agrees it will not seek to amend or modify Article ____ of its amended Amended and restated certificate Restated Certificate of incorporation Incorporation without the prior approval of its Board of Directors and the affirmative vote of at least a majority 65% of the voting power of the outstanding shares of Common StockStock that were issued in the Offering.
3.26.2 (ii) The Company acknowledges that the purchasers of the Firm Units and Option Units in this Offering shall be deemed to be third party beneficiaries of this Section 3.263.29.
3.26.3 (iii) The Representative and the Company specifically agree that this Section 3.26 3.29 shall not be modified or amended in any way without the approval of at least a majority 65% of the voting power of the outstanding shares of Common StockStock that were issued in the Offering.
Appears in 1 contract
Samples: Underwriting Agreement (Megalith Financial Acquisition Corp)
No Amendment to Charter. 3.26.1 3.26.1. Prior to the closing of a Business Combination, the Company covenants and agrees it will not seek to amend or modify its amended and restated certificate memorandum and articles of incorporation association without the prior approval of its Board of Directors and the affirmative vote of at least a majority of the voting power of the outstanding shares of Common Stock.
3.26.2 3.26.2. The Company acknowledges that the purchasers of the Firm Units and Option Units in this Offering shall be deemed to be third party beneficiaries of this Section 3.26.
3.26.3 3.26.3. The Representative and the Company specifically agree that this Section 3.26 shall not be modified or amended in any way without the approval of at least a majority of the voting power of the outstanding shares of Common Stock.
Appears in 1 contract
Samples: Underwriting Agreement (Hash Space Acquisition Corp)
No Amendment to Charter. 3.26.1 (i) Prior to the closing of a Business Combination, the Company covenants and agrees it will not seek to amend or modify Article IX of its amended Amended and restated certificate Restated Memorandum and Articles of incorporation Association without the prior approval of its Board of Directors and the affirmative vote of at least a majority 65% of the voting power of the outstanding shares of Common Stock.
3.26.2 (ii) The Company acknowledges that the purchasers of the Firm Units and Option Units in this Offering shall be deemed to be third party beneficiaries of this Section 3.263.29.
3.26.3 (iii) The Representative and the Company specifically agree that this Section 3.26 3.29 shall not be modified or amended in any way without the approval of at least a majority 65% of the voting power of the outstanding shares of Common StockStock that were issued in the Offering.
Appears in 1 contract
No Amendment to Charter. 3.26.1 Prior to the closing of a Business Combination, the (i) The Company covenants and agrees it will not seek to amend or modify Article IX of its amended Amended and restated certificate Restated Memorandum and Articles of incorporation Association without the prior approval of its Board of Directors and the affirmative vote of at least a majority 65% of the voting power of the outstanding shares of Common StockStock attending and voting at a meeting of shareholders of the Company.
3.26.2 (ii) The Company acknowledges that the purchasers of the Firm Units and Option Units in this Offering shall be deemed to be third party beneficiaries of this Section 3.263.29.
3.26.3 (iii) The Representative and the Company specifically agree that this Section 3.26 3.29 shall not be modified or amended in any way without the approval of at least a majority 65% of the voting power of the outstanding shares of Common StockStock that were issued in the Offering.
Appears in 1 contract
No Amendment to Charter. 3.26.1 3.26.1. Prior to the closing of a Business Combination, the Company covenants and agrees it will not seek to amend or modify its amended and restated certificate of incorporation without the prior approval of its Board of Directors and the affirmative vote of at least a majority of the voting power of the outstanding shares of Common StockOrdinary Shares.
3.26.2 3.26.2. The Company acknowledges that the purchasers of the Firm Units and Option Units in this Offering shall be deemed to be third party beneficiaries of this Section 3.26.
3.26.3 3.26.3. The Representative and the Company specifically agree that this Section 3.26 shall not be modified or amended in any way without the approval of at least a majority of the voting power of the outstanding shares of Common StockOrdinary Shares.
Appears in 1 contract
No Amendment to Charter. 3.26.1 Prior to the closing of a Business Combination, the (i) The Company covenants and agrees it will not seek to amend or modify Article IX of its amended Amended and restated certificate Restated Certificate of incorporation Incorporation without the prior approval of its Board of Directors and the affirmative vote of at least a majority 65% of the voting power of the outstanding shares of Common StockStock that were issued in the Offering.
3.26.2 (ii) The Company acknowledges that the purchasers of the Firm Units and Option Units in this Offering shall be deemed to be third party beneficiaries of this Section 3.263.29.
3.26.3 (iii) The Representative and the Company specifically agree that this Section 3.26 3.29 shall not be modified or amended in any way without the approval of at least a majority 65% of the voting power of the outstanding shares of Common StockStock that were issued in the Offering.
Appears in 1 contract
Samples: Underwriting Agreement (Megalith Financial Acquisition Corp)
No Amendment to Charter. 3.26.1 3.27.1. Prior to the closing of a Business Combination, the Company covenants and agrees it will not seek to amend or modify its amended and restated certificate of incorporation without the prior approval of its Board of Directors and the affirmative vote of at least a majority of the voting power of the outstanding shares of Common Stock.
3.26.2 3.27.2. The Company acknowledges that the purchasers of the Firm Units and Option Units in this Offering shall be deemed to be third party beneficiaries of this Section 3.263.27.
3.26.3 3.27.3. The Representative and the Company specifically agree that this Section 3.26 3.27 shall not be modified or amended in any way without the approval of at least a majority of the voting power of the outstanding shares of Common Stock.
Appears in 1 contract
Samples: Underwriting Agreement (Viveon Health Acquisition Corp.)
No Amendment to Charter. 3.26.1 3.27.1. Prior to the closing of a Business Combination, the Company covenants and agrees it will not seek to amend or modify its amended and restated certificate of incorporation without the prior approval of its Board of Directors and the affirmative vote of at least a majority sixty five percent (65%) of the voting power of the outstanding shares of Common Stock.
3.26.2 3.27.2. The Company acknowledges that the purchasers of the Firm Units and Option Units in this Offering shall be deemed to be third party beneficiaries of this Section 3.263.27.
3.26.3 3.27.3. The Representative and the Company specifically agree that this Section 3.26 3.27 shall not be modified or amended in any way without the approval of at least a majority sixty-five (65%) of the voting power of the outstanding shares of Common Stock.
Appears in 1 contract
