Common use of No Business Combination with Affiliates Clause in Contracts

No Business Combination with Affiliates. The Company will not consummate a Business Combination with any entity that is affiliated with the Sponsor or any of the Company’s officers or directors unless it, or a committee of its independent directors, obtains an opinion from an independent investment banking firm which is a member of FINRA or an independent valuation or accounting firm that such Business Combination is fair to the Company from a financial point of view. Other than as set forth in this subsection, the Company shall not pay the Sponsor or its affiliates or any of the Company’s executive officers, directors or any of their respective affiliates any fees or compensation for services rendered to the Company prior to, or in connection with, the consummation of a Business Combination; provided, however, that such officers, directors and affiliates (i) may receive reimbursement for out-of-pocket expenses incurred by them related to identifying, investigating, negotiating and completing a Business Combination to the extent that such expenses do not exceed the amount of available proceeds not deposited in the Trust Account; (ii) may be repaid for loans as described in the Registration Statement; and (iii) may be paid $10,000 per month for office space, secretarial and administrative services pursuant to the Administrative Services Agreement.

Appears in 10 contracts

Samples: Underwriting Agreement (Foresite Life Sciences Corp.), Underwriting Agreement (FS Development Corp. II), Underwriting Agreement (FS Development Corp.)

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No Business Combination with Affiliates. The Company will not consummate a Business Combination with any entity that is affiliated with the Sponsor or any of the Company’s officers or directors unless it, or a committee of its independent directors, it obtains an opinion from a qualified independent accounting firm or an independent investment banking firm which is a member of FINRA or an independent valuation or accounting firm that such Business Combination is fair to the Company Company’s stockholders from a financial point of view. Other ; other than as set forth in this subsection, the Company shall not pay the Sponsor or its affiliates or any of the Company’s executive officers, directors or any of their respective affiliates any fees or compensation for services rendered to the Company prior to, or in connection with, the consummation of a Business Combination; provided, however, that such officers, directors and affiliates (i) may receive reimbursement for out-of-pocket expenses incurred by them related to identifying, investigating, negotiating investigating and completing consummating a Business Combination to the extent that such expenses do not exceed the amount of available proceeds not deposited in the Trust Account; (ii) may be repaid for loans as described in the Registration Statement; and (iii) may be paid $10,000 per month for office space, utilities and secretarial and administrative services support pursuant to the Administrative Services Support Agreement.

Appears in 6 contracts

Samples: Underwriting Agreement (AMCI Acquisition Corp. II), Underwriting Agreement (AMCI Acquisition Corp. II), Underwriting Agreement (AMCI Acquisition Corp. II)

No Business Combination with Affiliates. The Company will not consummate a Business Combination with any entity that is affiliated with the Sponsor or any of the Company’s officers or directors unless it, or a committee of its independent directors, it obtains an opinion from an independent investment banking firm which is a member of FINRA FINRA, or from an independent valuation or accounting firm firm, that such Business Combination is fair to the Company from a financial point of view. Other than as set forth in this subsection, the Company shall not pay the Sponsor or its affiliates or any of the Company’s executive officers, directors or any of their respective affiliates any fees or compensation for services rendered to the Company prior to, or in connection with, the consummation of a Business Combination; provided, provided however, that such officers, directors and affiliates (i) may receive reimbursement for out-of-pocket expenses incurred by them related to identifying, investigating, negotiating and completing a Business Combination to the extent that such expenses do not exceed the amount of available proceeds not deposited in the Trust Account; (ii) may be repaid for loans as described in the Registration Statement; and (iii) may be paid $10,000 25,000 per month for office space, utilities and secretarial and administrative services support pursuant to the Administrative Services Agreement.

Appears in 5 contracts

Samples: Underwriting Agreement (Forum Merger IV Corp), Underwriting Agreement (Forum Merger IV Corp), Underwriting Agreement (Forum Merger III Corp)

No Business Combination with Affiliates. The Company will not consummate a Business Combination with any entity that is affiliated with the Sponsor or any of the Company’s officers or directors unless it, or a committee of its independent directors, obtains an opinion from an independent investment banking firm which is a member of FINRA or an another independent valuation or accounting firm that such Business Combination is fair to the Company from a financial point of view. Other than as set forth in this subsection, the Company shall not pay the Sponsor or its affiliates or any of the Company’s executive officers, directors or any of their respective affiliates any fees or compensation for services rendered to the Company prior to, or in connection with, the consummation of a Business Combination; provided, however, that such officers, directors and affiliates (i) may receive reimbursement for out-of-pocket expenses incurred by them related to identifying, investigating, negotiating and completing a Business Combination to the extent that such expenses do not exceed the amount of available proceeds not deposited in the Trust Account; (ii) may be repaid for loans as described in the Registration Statement; and (iii) may be paid $10,000 per month for office space, secretarial administrative and administrative support services pursuant to the Administrative Services Support Agreement.

Appears in 3 contracts

Samples: Underwriting Agreement (Hunt Companies Acquisition Corp. I), Underwriting Agreement (Hunt Companies Acquisition Corp. I), Underwriting Agreement (Hunt Companies Acquisition Corp. I)

No Business Combination with Affiliates. The Company will not consummate a Business Combination with any entity that is affiliated with the Sponsor or any of the Company’s officers or directors unless it, it or a committee of its independent directors, directors obtains an opinion from an independent investment banking firm which is a member of FINRA or from an independent valuation or accounting firm stating that the consideration to be paid by the Company in such Business Combination is fair to the Company Company’s stockholders from a financial point of view. Other than as set forth in this subsection, the The Company shall not pay the Sponsor or its affiliates or any of the Company’s executive officers, officers or directors or any of their respective affiliates any fees or compensation for services rendered to the Company prior to, or in connection with, the consummation of a Business Combination; provided, however, that such officers, directors and affiliates affiliates: (i) may receive reimbursement for out-of-pocket expenses incurred by them related to in connection with identifying, investigating, negotiating and completing a Business Combination to the extent that such expenses do not exceed the amount of available proceeds not deposited in the Trust Account; (ii) may be repaid for loans as described in the Registration Statement, the General Disclosure Package and the Prospectus; and (iii) may may, in the case of the Sponsor or an affiliate of the Sponsor, be paid a total of $10,000 15,000 per month for office space, secretarial and administrative services pursuant to under the Administrative Services Support Agreement.

Appears in 2 contracts

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

No Business Combination with Affiliates. The Company will not consummate a Business Combination with any entity that is affiliated with the Sponsor or any of the Company’s officers or directors unless it, or a committee of its independent and disinterested directors, obtains an opinion from an independent investment banking firm which is a member of FINRA or an independent valuation or accounting firm that such Business Combination is fair to the Company from a financial point of view. Other than as set forth in this subsection, the Company shall not pay the Sponsor or its affiliates or any of the Company’s executive officers, directors or any of their respective affiliates any fees or compensation for services rendered to the Company prior to, or in connection with, the consummation of a Business Combination; provided, however, that such officers, directors and affiliates (i) may receive reimbursement for out-of-pocket expenses incurred by them related to in connection with identifying, investigating, negotiating and completing a Business Combination to the extent that such expenses do not exceed the amount of available proceeds not deposited in the Trust AccountCombination; (ii) may be repaid for loans as described in the Registration Statement; and (iii) may be paid up to $10,000 per month for office space, secretarial utilities, and administrative and support services pursuant to the Administrative Services Support Agreement.

Appears in 2 contracts

Samples: Underwriting Agreement (Osiris Acquisition Corp.), Underwriting Agreement (Osiris Acquisition Corp.)

No Business Combination with Affiliates. The Company will not consummate a Business Combination with any entity that is affiliated with the Sponsor or any of the Company’s officers or directors unless it, it or a committee of its independent directors, directors obtains an opinion from an independent investment banking firm which is a member of FINRA or from an independent valuation or accounting firm stating that the consideration to be paid by the Company in such Business Combination is fair to the Company Company’s stockholders from a financial point of view. Other than as set forth in this subsection, the The Company shall not pay the Sponsor or its affiliates or any of the Company’s executive officers, officers or directors or any of their respective affiliates any fees or compensation for services rendered to the Company prior to, or in connection with, the consummation of a Business Combination; provided, however, that such officers, directors and affiliates (i) may receive reimbursement for out-of-pocket expenses incurred by them related to in connection with identifying, investigating, negotiating and completing a Business Combination to the extent that such expenses do not exceed the amount of available proceeds not deposited in the Trust Account; , (ii) may be repaid for loans as described in the Registration Statement; , the General Disclosure Package and the Prospectus and (iii) may may, in the case of the Sponsor or an affiliate of the Sponsor, be paid a total of $10,000 per month for office space, secretarial and administrative services pursuant to under the Administrative Services Agreement.

Appears in 2 contracts

Samples: Underwriting Agreement (PROOF Acquisition Corp I), Underwriting Agreement (PROOF Acquisition Corp I)

No Business Combination with Affiliates. The Company will not consummate a Business Combination with any entity that is affiliated with the Sponsor or any of the Company’s officers or directors unless it, or a committee of its independent directors, obtains an opinion from an independent investment banking firm which is a member of FINRA or an independent valuation or accounting firm that such Business Combination is fair to the Company Company’s stockholders from a financial point of view; provided that, for purposes of this Section 3(y), an entity will not be deemed an affiliate solely by virtue of ownership by the Sponsor or its affiliates, or any of their or the Company’s executive officers or directors, of less than 10% of its common stock, individually or in the aggregate. Other than as set forth in this subsection, the Company shall not pay the Sponsor or its affiliates or any of the Company’s executive officers, directors or any of their respective affiliates any fees or compensation for services rendered to the Company prior to, or in connection with, the consummation of a Business Combination; provided, however, that such officers, directors and affiliates (i) may receive reimbursement for out-of-pocket expenses incurred by them related to in connection with identifying, investigating, negotiating and completing a Business Combination to the extent that such expenses do not exceed the amount of available proceeds not deposited in the Trust AccountCombination; (ii) may be repaid for loans as described in the Registration Statement; and (iii) may be paid $10,000 15,000 per month for office space, utilities and secretarial and administrative services support pursuant to the Administrative Services Support Agreement.

Appears in 2 contracts

Samples: Underwriting Agreement (FAST Acquisition Corp. II), Underwriting Agreement (FAST Acquisition Corp. II)

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No Business Combination with Affiliates. The Company will not consummate a Business Combination with any entity that is affiliated with the Sponsor or any of the Company’s officers or directors unless it, or a committee of its independent directors, obtains an opinion from a qualified independent accounting firm or an independent investment banking firm which is a member of FINRA or an independent valuation or accounting firm that such Business Combination is fair to the Company from a financial point of view. Other ; other than as set forth in this subsection, the Company shall not pay the Sponsor or its affiliates or any of the Company’s executive officers, directors or any of their respective affiliates any fees or compensation for services rendered to the Company prior to, or in connection with, the consummation of a Business Combination; provided, however, that such officers, directors and affiliates (i) may receive reimbursement for out-of-pocket expenses incurred by them related to identifying, investigating, negotiating investigating and completing consummating a Business Combination to the extent that such expenses do not exceed the amount of available proceeds not deposited in the Trust Account; (ii) may be repaid for loans as described in the Registration Statement; and (iii) may be paid $10,000 per month for office space, secretarial and administrative services pursuant to the Administrative Services Agreement.

Appears in 2 contracts

Samples: Underwriting Agreement (Arya Sciences Acquisition Corp.), Underwriting Agreement (Arya Sciences Acquisition Corp.)

No Business Combination with Affiliates. The Company will not consummate a Business Combination with any entity that is affiliated with the Sponsor Sponsors or any of the Company’s officers or directors unless it, or a committee of its independent directors, it obtains an opinion from an independent investment banking firm which is a member of FINRA FINRA, or from an independent valuation or accounting firm firm, that such Business Combination is fair to the Company Company’s stockholders from a financial point of view. Other than as set forth in this subsection, the Company shall not pay the Sponsor Sponsors or its their respective affiliates or any of the Company’s executive officers, directors or any of their respective affiliates any fees or compensation for services rendered to the Company prior to, or in connection with, the consummation of a Business Combination; provided, however, that such officers, directors and affiliates (i) may receive reimbursement for out-of-pocket expenses incurred by them related to in connection with identifying, investigating, negotiating and completing a Business Combination to the extent that such expenses do not exceed the amount of available proceeds not deposited in the Trust AccountCombination; (ii) may be repaid for loans as described in the Registration Statement; and (iii) may receive payments for any financial advisory, placement agency or other similar investment banking services provided to the Company, and reimbursement for any out-of-pocket expenses incurred in connection with the performance of such services; and (iv) may be paid up to $10,000 per month for office space, utilities and secretarial and administrative services support pursuant to the Administrative Services Support Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Empowerment & Inclusion Capital I Corp.)

No Business Combination with Affiliates. The Company will not consummate a Business Combination with any entity that is affiliated with the Sponsor or any of the Company’s officers or directors unless it, or a committee of its independent directors, obtains an opinion from an independent investment banking firm which is a member of FINRA or an another independent valuation or accounting appraisal firm that regularly renders fairness opinion on the type of target business that it is seeking to acquire that such Business Combination is fair to the Company from a financial point of view. Other than as set forth in this subsection, the Company shall not pay the Sponsor or its affiliates or any of the Company’s executive officers, directors or any of their respective affiliates any fees or compensation for services rendered to the Company prior to, or in connection with, the consummation of a Business Combination; provided, however, that such officers, directors and affiliates (i) may receive reimbursement for out-of-pocket expenses incurred by them related to identifying, investigating, negotiating and completing a Business Combination to the extent that such expenses do not exceed the amount of available proceeds not deposited in the Trust Account; (ii) may be repaid for loans as described in the Registration Statement; and (iii) may be paid $10,000 per month for office space, secretarial administrative and administrative support services pursuant to the Administrative Services Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Perception Capital Corp. II)

No Business Combination with Affiliates. The Company will not consummate a Business Combination with any entity that is affiliated with the Sponsor or any of the Company’s officers or directors unless it, or a committee of its independent directors, obtains an opinion from an independent investment banking firm which is a member of FINRA or an another independent valuation or accounting appraisal firm that regularly renders fairness opinion on the type of target business that it is seeking to acquire that such Business Combination is fair to the Company from a financial point of view. Other than as set forth in this subsection, the Company shall not pay the Sponsor or its affiliates or any of the Company’s executive officers, directors or any of their respective affiliates any fees or compensation for services rendered to the Company prior to, or in connection with, the consummation of a Business Combination; provided, however, that such officers, directors and affiliates (i) may receive reimbursement for out-of-pocket expenses incurred by them related to identifying, investigating, negotiating and completing a 18 Business Combination to the extent that such expenses do not exceed the amount of available proceeds not deposited in the Trust Account; (ii) may be repaid for loans as described in the Registration Statement; and (iii) may be paid $10,000 per month for office space, secretarial administrative and administrative support services pursuant to the Administrative Services Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Perception Capital Corp. II)

No Business Combination with Affiliates. The Company will not consummate a Business Combination with any entity that is affiliated with the Sponsor Co-Sponsors or any of the Company’s officers or directors unless it, or a committee of its independent directors, it obtains an opinion from an independent investment banking firm which is a member of FINRA or an another independent entity that commonly renders valuation or accounting firm opinions that such Business Combination is fair to the Company Company’s shareholders from a financial point of view. Other than as set forth in this subsection, the Company shall not pay the Sponsor Co-Sponsors or its affiliates or any of the Company’s executive officers, directors or any of their respective affiliates any fees or compensation for services rendered to the Company prior to, or in connection with, the consummation of a Business Combination; provided, however, that such officers, directors and affiliates (i) may receive reimbursement for out-of-pocket expenses incurred by them related to in connection with identifying, investigating, negotiating and completing a Business Combination to the extent that such expenses do not exceed the amount of available proceeds not deposited in the Trust AccountCombination; (ii) may be repaid for loans as described in the Registration Statement; and (iii) may be paid $10,000 per month for office space, utilities and secretarial and administrative services support pursuant to the Administrative Services Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (GP-Act III Acquisition Corp.)

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