Payment of Deferred Discount. Upon the consummation of the initial Business Combination, the Company will pay to the Representative, on behalf of the Underwriters, the Deferred Discount. Payment of the Deferred Discount will be made out of the proceeds of the Offering held in the Trust Account, and, concurrent with any transfer of the funds held in the Trust Account to the Company or any other person, the Company will instruct CST to transfer the Deferred Discount to the Representative, on behalf of the Underwriters. The Underwriters shall have no claim to payment of any interest earned on the portion of the proceeds held in the Trust Account representing the Deferred Discount. If the Company fails to consummate its initial Business Combination within 24 months from the closing of the Offering (or such later date as has been approved pursuant to a valid amendment to the Company’s Amended and Restated Memorandum and Articles of Association), the Deferred Discount will not be paid to the Representative and will, instead, be included in the Liquidation distribution of the proceeds held in the Trust Account made to the Public Shareholders. In connection with any such Liquidation, the Underwriters forfeit any rights or claims to the Deferred Discount.
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)
Payment of Deferred Discount. Upon the consummation of the initial Business Combination, the Company will pay to the Representative, on behalf of the Underwriters, the Deferred Discount. Payment of the Deferred Discount will be made out of the proceeds of the Offering held in the Trust Account, and, concurrent with any transfer of the funds held in the Trust Account to the Company or any other person, the Company will instruct CST to transfer the Deferred Discount to the Representative, on behalf Representative in the same percentages of the Underwriterstotal number of shares of Class A Common Stock such Representative purchased and as set forth in Schedule A hereto. The Underwriters shall have no claim to payment of any interest earned on the portion of the proceeds held in the Trust Account representing the Deferred Discount. If the Company fails to consummate its initial Business Combination within 24 months from the closing of the Offering (or such later date as has been may be approved pursuant to a valid amendment to by the Company’s Amended and Restated Memorandum and Articles of Associationstockholders), the Deferred Discount will not be paid to the Representative and will, instead, be included in the Liquidation distribution of the proceeds held in the Trust Account made to the Public ShareholdersStockholders. In connection with any such Liquidation, the Underwriters forfeit any rights or claims to the Deferred Discount.
Appears in 2 contracts
Samples: Underwriting Agreement (Healthwell Acquisition Corp. I), Underwriting Agreement (Healthwell Acquisition Corp. I)
Payment of Deferred Discount. Upon the consummation of the initial Business Combination, the Company will pay to the Representative, on behalf of the Underwriters, the Deferred Discount. Payment of the Deferred Discount will be made out of the proceeds of the Offering held in the Trust Account, and, concurrent with any transfer of the funds held in the Trust Account to the Company or any other person, the Company will instruct CST to transfer the Deferred Discount to the Representative, on behalf of the Underwriters. The Underwriters shall have no claim to payment of any interest earned on the portion of the proceeds held in the Trust Account representing the Deferred Discount. If the Company fails to consummate its initial Business Combination within 24 18 months from the closing of the Offering (or such later date as has been may be approved pursuant to a valid amendment to by the Company’s Amended and Restated Memorandum and Articles of Associationstockholders), the Deferred Discount will not be paid to the Representative and will, instead, be included in the Liquidation distribution of the proceeds held in the Trust Account made to the Public ShareholdersStockholders. In connection with any such Liquidation, the Underwriters forfeit any rights or claims to the Deferred Discount.
Appears in 2 contracts
Samples: Underwriting Agreement (Software Acquisition Group Inc. III), Underwriting Agreement (Software Acquisition Group Inc. III)
Payment of Deferred Discount. Upon the consummation of the initial Business Combination, the Company will pay to the Representative, on behalf of the Underwriters, the Deferred Discount. Payment of the Deferred Discount will be made out of the proceeds of the Offering held in the Trust Account, and, concurrent with any transfer of the funds held in the Trust Account to the Company or any other person, the Company will instruct CST to transfer the Deferred Discount to the Representative, on behalf of the Underwriters. The Underwriters shall have no claim to payment of any interest earned on the portion of the proceeds held in the Trust Account representing the Deferred Discount. If the Company fails to consummate its initial Business Combination within 24 months from the closing of the Offering (or such later date as has been approved pursuant to a valid amendment to the Company’s Amended amended and Restated Memorandum restated memorandum and Articles articles of Associationassociation), the Deferred Discount will not be paid to the Representative and will, instead, be included in the Liquidation distribution of the proceeds held in the Trust Account made to the Public Shareholders. In connection with any such Liquidation, the Underwriters forfeit any rights or claims to the Deferred Discount.
Appears in 2 contracts
Samples: Underwriting Agreement (Perception Capital Corp. II), Underwriting Agreement (Perception Capital Corp. II)
Payment of Deferred Discount. Upon the consummation of the initial Business Combination, the Company will pay to the Representative, on behalf of the Underwriters, the Deferred Discount. Payment of the Deferred Discount will be made out of the proceeds of the Offering held in the Trust Account, and, concurrent with any transfer of the funds held in the Trust Account to the Company or any other person, the Company will instruct CST to transfer the Deferred Discount to the Representative, on behalf of the Underwriters. The Underwriters shall have no claim to payment of any interest earned on the portion of the proceeds held in the Trust Account representing the Deferred Discount. If the Company fails to consummate its initial Business Combination within 24 months from the closing of the Offering (or such later date as has been may be approved pursuant to a valid amendment to by the Company’s Amended and Restated Memorandum and Articles of Associationstockholders), the Deferred Discount will not be paid to the Representative and will, instead, be included in the Liquidation distribution of the proceeds held in the Trust Account made to the Public ShareholdersStockholders. In connection with any such Liquidation, the Underwriters forfeit any rights or claims to the Deferred Discount.
Appears in 1 contract
Samples: Underwriting Agreement (Software Acquisition Group Inc. III)