Common use of No Amendment to Charter Clause in Contracts

No Amendment to Charter. (i) The Company covenants and agrees it will not seek to amend or modify Article 156 of its Amended and Restated Memorandum and Articles of Association without the prior approval of holders of 80% or more of the Company’s IPO Shares (as defined in Section 7.6(ii) of this Agreement). (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 3.32 of this Agreement. (iii) The Representative and the Company specifically agree that, except pursuant to its own terms, this Section 3.32 shall not be modified or amended in any way.

Appears in 3 contracts

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

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No Amendment to Charter. (i) The Company covenants and agrees it will not seek to amend or modify provisions (A) - (H) of Article 156 Sixth of its Amended and Restated Memorandum and Articles of Association Incorporation without the prior approval of holders of 8095% or more of the Company’s IPO Shares (as defined in Section 7.6(ii) of this Agreement). (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 3.32 3.33 of this Agreement. (iii) The Representative Representatives and the Company specifically agree that, except pursuant to its own terms, this Section 3.32 3.33 shall not be modified or amended in any way.

Appears in 2 contracts

Samples: Underwriting Agreement (BBV Vietnam S.E.A. Acquisition Corp.), Underwriting Agreement (BBV Vietnam S.E.A. Acquisition Corp.)

No Amendment to Charter. (i) The Company covenants and agrees that it will not seek to amend or modify Article 156 49 of its Amended and Restated Memorandum and Articles of Association without during the prior approval of holders of 80% or more of the Company’s IPO Shares Business Combination Period (as such term is defined in Section 7.6(ii) the Amended and Restated Memorandum and Articles of this AgreementAssociation). (ii) 3.31.1. The Company acknowledges that the purchasers of the Firm Units and the Option Units in this the Offering shall be deemed to be third party beneficiaries of this Section 3.32 of this Agreement3.31. (iii) 3.31.2. The Representative and the Company specifically agree that, except pursuant to its own terms, this Section 3.32 3.31 shall not be modified or amended in any way.

Appears in 2 contracts

Samples: Underwriting Agreement (Korea Milestone Acquisition CORP), Underwriting Agreement (Korea Milestone Acquisition CORP)

No Amendment to Charter. (i) The Company covenants and agrees that it will not seek to amend or modify provisions (A) through (E) of Article 156 Sixth of its Second Amended and Restated Memorandum and Articles Certificate of Association Incorporation without the prior approval of 95% of holders of 80% or more of its outstanding Common Stock during the Company’s IPO Shares Business Acquisition Period (as such term is defined in Section 7.6(ii) the Second Amended and Restated Certificate of this AgreementIncorporation). (ii) 3.30.1. The Company acknowledges that the purchasers of the Firm Units and the Option Units in this the Offering shall be deemed to be third party beneficiaries of this Section 3.32 of this Agreement3.30. (iii) 3.30.2. The Representative and the Company specifically agree that, except pursuant to its own terms, this Section 3.32 3.30 shall not be modified or amended in any way.

Appears in 1 contract

Samples: Underwriting Agreement (Seanergy Maritime Corp.)

No Amendment to Charter. (i) The Company covenants and agrees that it will not seek to amend or modify Article 156 Articles 24.1 through 24.5 of its Amended and Restated Memorandum and Articles of Association without during the prior approval of holders of 80% or more of the Company’s IPO Shares Target Business Acquisition Period (as such term is defined in Section 7.6(ii) the Amended and Restated Memorandum and Articles of this AgreementAssociation). (ii) 3.28.1. The Company acknowledges that the purchasers of the Firm Units and Option Units in this the Offering shall be deemed to be third party beneficiaries of this Section 3.32 of this Agreement3.28. (iii) 3.28.2. The Representative Representatives and the Company specifically agree that, except pursuant to its own terms, this Section 3.32 3.28 shall not be modified or amended in any way.

Appears in 1 contract

Samples: Underwriting Agreement (Chardan 2008 China Acquisition Corp.)

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No Amendment to Charter. (i) The Company covenants and agrees that it will not seek to amend or modify Article 156 paragraph [___] of its Amended and Restated Memorandum and Articles of Association without during the prior approval of holders of 80% or more of the Company’s IPO Shares Business Combination Period (as such term is defined in Section 7.6(ii) the Amended and Restated Memorandum and Articles of this AgreementAssociation). (ii) 3.31.1. The Company acknowledges that the purchasers of the Firm Units and the Option Units in this the Offering shall be deemed to be third party beneficiaries of this Section 3.32 of this Agreement3.31. (iii) 3.31.2. The Representative and the Company specifically agree that, except pursuant to its own terms, this Section 3.32 3.31 shall not be modified or amended in any way.

Appears in 1 contract

Samples: Underwriting Agreement (Korea Milestone Acquisition CORP)

No Amendment to Charter. (i) The Company covenants and agrees that it will not seek to amend or modify Article 156 paragraph [___] of its Amended and Restated Memorandum and Articles of Association without during the prior approval of holders of 80% or more of the Company’s IPO Shares Business Acquisition Period (as such term is defined in Section 7.6(ii) the Amended and Restated Memorandum and Articles of this AgreementAssociation). (ii) 3.31.1. The Company acknowledges that the purchasers of the Firm Units and the Option Units in this the Offering shall be deemed to be third party beneficiaries of this Section 3.32 of this Agreement3.31. (iii) 3.31.2. The Representative and the Company specifically agree that, except pursuant to its own terms, this Section 3.32 3.31 shall not be modified or amended in any way.

Appears in 1 contract

Samples: Underwriting Agreement (Korea Milestone Acquisition CORP)

No Amendment to Charter. (i) The Company covenants and agrees it will not seek to amend or modify Article 156 Clause 6(3) of its Amended and Restated Memorandum and Articles of Association without the prior approval of holders its Board of Directors and the affirmative vote of at least 80% or more of the Company’s IPO voting power of the total number of Ordinary Shares (as defined that were issued in Section 7.6(ii) of this Agreement)the Offering. (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 3.32 3.31 of this Agreement. (iii) The Representative and the Company specifically agree that, except pursuant to its own terms, this Section 3.32 3.31 shall not be modified or amended in any way.

Appears in 1 contract

Samples: Underwriting Agreement (CIS Acquisition Ltd.)

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