No Business Combination with Affiliates. The Company will not consummate a Business Combination with any entity that is affiliated with the Sponsors or any of the Company’s officers or directors unless it obtains an opinion from an independent investment banking firm which is a member of FINRA, or from an independent accounting firm, that such Business Combination is fair to the Company’s stockholders from a financial point of view. Other than as set forth in this subsection, the Company shall not pay the Sponsors or 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 in connection with activities on the Company’s behalf to the extent that such expenses do not exceed the amount of available proceeds not deposited in the Trust Account; (ii) may be repaid loans as described in the Registration Statement; (iii) may receive customary financial advisory fees in connection with a Business Combination; (iv) may be paid $20,000 per month for office space, utilities, secretarial support and administrative services pursuant to the Administrative Support Agreement; and (v) the independent members of the Company’s board of directors may be paid $100,000 at the closing of the Business Combination for services rendered as members of the board of directors prior to the completion of the Business Combination.
Appears in 3 contracts
Samples: Underwriting Agreement (Landcadia Holdings III, Inc.), Underwriting Agreement (Landcadia Holdings III, Inc.), Underwriting Agreement (Landcadia Holdings IV, Inc.)
No Business Combination with Affiliates. The Company will not consummate a Business Combination with any entity that is affiliated with the Sponsors or any of the Company’s officers or directors unless it obtains an opinion from an independent investment banking firm which is a member of FINRA, or from an independent accounting firm, that such Business Combination is fair to the Company’s stockholders from a financial point of view. Other than as set forth in this subsection, the Company shall not pay the Sponsors or 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 in connection with activities on the Company’s behalf to the extent that such expenses do not exceed the amount of available proceeds not deposited in the Trust Account; (ii) may be repaid loans as described in the Registration Statement; (iii) may receive customary financial advisory fees in connection with a Business Combination; (iv) may be paid $20,000 10,000 per month for office space, utilities, secretarial support and administrative services pursuant to the Administrative Support Agreement; and (v) the independent members of the Company’s board of directors may be paid $100,000 at the closing of the Business Combination for services rendered as members of the board of directors prior to the completion of the Business Combination.
Appears in 2 contracts
Samples: Underwriting Agreement (Landcadia Holdings II, Inc.), Underwriting Agreement (Landcadia Holdings II, Inc.)
No Business Combination with Affiliates. The Company will not consummate a Business Combination with any entity that is affiliated with the Sponsors Sponsor or any of the Company’s officers or directors unless it it, or a committee of its independent directors, obtains an opinion from an independent investment banking firm which is a member of FINRA, FINRA or an independent valuation from an independent accounting firm, firm that such Business Combination is fair to the Company’s stockholders Company from a financial point of view; provided that, for purposes of this Section 3(x), 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 such entity’s voting securities, individually or in the aggregate. Other than as set forth in this subsection, the Company shall not pay the Sponsors Sponsor or their respective 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 directors, the Sponsor and their respective affiliates (i) may receive reimbursement for out-of-pocket expenses incurred by them in connection with activities on the Company’s behalf 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 receive customary financial advisory fees in connection with a Business Combination; (iv) may be paid $20,000 15,000 per month for office space, utilities, utilities and secretarial support and administrative services support pursuant to the Administrative Support Agreement; and (v) the independent members of the Company’s board of directors may be paid $100,000 at the closing of the Business Combination for services rendered as members of the board of directors prior to the completion of the Business Combination.
Appears in 2 contracts
Samples: Underwriting Agreement (LF Capital Acquisition Corp. II), Underwriting Agreement (LF Capital Acquisition Corp. II)
No Business Combination with Affiliates. The Company will not consummate a Business Combination with any entity that is affiliated with the Sponsors Sponsor or any of the Company’s officers or directors unless it obtains an opinion from an independent investment banking firm which is a member of FINRAfirm, or from an another independent accounting firmentity that commonly renders valuation opinions, that such Business Combination is fair to the Company’s stockholders from a financial point of view; provided that for purposes of this Section 3(x), 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 Sponsors Sponsor or their respective 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 in connection with activities on the Company’s behalf to the extent that such expenses do not exceed the amount of available proceeds not deposited in the Trust Accountidentifying, investigating, negotiating and completing a Business Combination; (ii) may be repaid loans as described in the Registration Statement; (iii) may receive customary payments for any financial advisory fees 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 a Business Combinationthe performance of such services; and (iv) may be paid up to $20,000 10,000 per month for office space, utilities, utilities and secretarial support and administrative services support pursuant to the Administrative Support Agreement; and (v) the independent members of the Company’s board of directors may be paid $100,000 at the closing of the Business Combination for services rendered as members of the board of directors prior to the completion of the Business Combination.
Appears in 2 contracts
Samples: Underwriting Agreement (EQ Health Acquisition Corp.), Underwriting Agreement (EQ Health Acquisition Corp.)
No Business Combination with Affiliates. The Company will not consummate a Business Combination with any entity that is affiliated with the Sponsors or any of the Company’s officers or directors unless it obtains an opinion from an independent investment banking firm which is a member of FINRA, or from an independent accounting firm, that such Business Combination is fair to the Company’s stockholders Company from a financial point of view. Other than as set forth in this subsection, the Company shall not pay the Sponsors or their respective 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 in connection with activities on the Company’s behalf to the extent that such expenses do not exceed the amount of available proceeds not deposited in the Trust Account; (ii) may be repaid loans as described in the Registration Statement; (iii) may receive customary financial advisory fees in connection with a Business Combination; and (iv) may be paid $20,000 10,000 per month for office space, utilities, secretarial support and administrative services pursuant to the Administrative Support Agreement; Services Agreement between the Company and (v) the independent members of the Company’s board of directors may be paid $100,000 at the closing of the Business Combination for services rendered as members of the board of directors prior to the completion of the Business CombinationFEI Sponsor.
Appears in 2 contracts
Samples: Underwriting Agreement (Landcadia Holdings, Inc.), Underwriting Agreement (Landcadia Holdings, Inc.)
No Business Combination with Affiliates. The Company will not consummate a Business Combination with any entity that is affiliated with the Sponsors Sponsor or any of the Company’s officers or directors unless it it, or a committee of its independent directors, 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’s stockholders Company from a financial point of view; provided, that for purposes of this Section 3(x), 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 such entity’s voting securities, individually or in the aggregate. Other than as set forth in this subsection, the Company shall not pay the Sponsors Sponsor or their respective 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 directors, the Sponsor and their respective affiliates (i) may receive reimbursement for out-of-pocket expenses incurred by them in connection with activities on the Company’s behalf 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; Statement and (iii) may receive customary financial advisory fees in connection with a Business Combination; (iv) may be paid $20,000 10,000 per month for office space, utilities, utilities and secretarial support and administrative services support pursuant to the Administrative Support Agreement; and (v) the independent members of the Company’s board of directors may be paid $100,000 at the closing of the Business Combination for services rendered as members of the board of directors prior to the completion of the Business Combination.
Appears in 1 contract
No Business Combination with Affiliates. The Company will not consummate a Business Combination with any entity that is affiliated with the Sponsors or any of the Company’s officers or directors unless it obtains an opinion from an independent investment banking firm which is a member of FINRA, or from an independent accounting firm, that such Business Combination is fair to the Company’s stockholders from a financial point of view. Other than as set forth in this subsection, the Company shall not pay the Sponsors or 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 in connection with activities on the Company’s behalf to the extent that such expenses do not exceed the amount of available proceeds not deposited in the Trust Account; (ii) may be repaid loans as described in the Registration Statement; (iii) may receive customary financial advisory fees in connection with a Business Combination; (iv) may be paid $20,000 per month for office space, utilities, secretarial support and administrative services pursuant to the Administrative Support Agreement; and (v) the independent members of the Company’s board of directors may be paid $100,000 at the closing of the Business Combination for services rendered as members of the board of directors prior to the completion of the Business Combination. 3 Note to L&W: FINRA 5131 no longer applies to SPACs.
Appears in 1 contract
Samples: Underwriting Agreement (Landcadia Holdings IV, Inc.)