Warrant Solicitation Fee. The Company agrees to pay the Representative a fee of five percent (5%) of the aggregate exercise price of the Warrants if (i) the market price of the Common stock is not less than the exercise price of the Warrants on the date of exercise; (ii) the exercise of the Warrants is solicited by the Representative at such as it is a member of the NASD and the Representative is designated in writing by the holder of the Warrants as the NASD member soliciting the exercise; (iii) the Warrants are not held in a discretionary account; (iv) the disclosure of compensation arrangements is made both at the time of the Offering and at the time of the exercise; and (v) the solicitation of the Warrant exercise is not in violation of Rule 101 of Regulation M promulgated under the 1934 Act; and (vi) such payment is not otherwise in violation of then applicable NASD rules. The Company agrees not to solicit the exercise of any Warrant other than through the Representative and will not authorize any other dealer to engage in such solicitation without the prior written consent of the Representative, which will not be unreasonably withheld. The Warrant solicitation fee will not be paid in a non-solicited transaction. Any request for exercise will be presumed to be unsolicited unless the customer states in writing that the transaction was solicited and designates in writing that the Representative solicited the exercise. No Warrant solicitation by the Representative will occur for a period of 12 months after the Effective Date.
Warrant Solicitation Fee. The Company agrees to pay the Underwriters a fee of five percent (5%) of the aggregate exercise price of the Warrants if: (i) the market price of the Common Stock is greater than the exercise price of the Warrants on the date of exercise; (ii) the exercise of the Warrants are solicited by a member of the NASD; (iii) the Warrants are not held in a discretionary account; (iv) the disclosure of compensation arrangements was made both at the time of the Offering and at the time of the exercise of the Warrant; and (v) the solicitation of the Warrant is not in violation of Regulation M promulgated under the Exchange Act. The Company agrees not to solicit the exercise of any Warrants other than through the Underwriters and will not authorize any other dealer to engage in such solicitation without the prior written consent of the Representative which will not be unreasonably withheld. The Warrant solicitation fee will not be paid in a non-solicited transaction. No Warrant solicitation by the Underwriters will occur for a period of 12 months from the Effective Date.
Warrant Solicitation Fee. The Company hereby agrees to pay the Placement Agent a warrant solicitation fee of six percent (6%) of the gross proceeds received by the Company for each exercise of a Warrant sold in the Placement that has been solicited by the Placement Agent at the request of the Company. The warrant solicitation fee will be payable in cash.
Warrant Solicitation Fee. The Company shall pay to the Representative a warrant solicitation fee on the terms set forth in the Warrant Agreement.
Warrant Solicitation Fee. (a) The Company has engaged the Representative, on a non- exclusive basis, as its agent for the solicitation of the exercise of the Warrants in accordance with the rules and regulations of the National Association of Securities Dealers, Inc. The Company has also agreed to (i) assist the Representative with respect to such solicitation, if reasonably requested by the Representative, and (ii) at the Representative's request, provide the Representative and direct the Company's transfer and warrant agent to deliver to the Representative, at the Company's cost, lists of the record and, to the extent known, beneficial owners of the Company's Warrants. Accordingly, the Company hereby instructs the Warrant Agent to cooperate with the Representative in connection with the Representative's solicitation activities, including but not limited to providing to the Representative, at the Company's cost, such list of record and beneficial holders of the Warrants.
(b) If, upon the exercise of any Warrant: (i) the market price of the Company's Common Stock is greater and such satisfaction was confirmed in writing by the holder of such Warrant than the then Warrant Price, (ii) the exercise of the Warrant was solicited by the Representative, (iii) the Warrant was not held in a discretionary account, then the Warrant Agent, simultaneously with the distribution of proceeds to the Company received upon exercise of the Warrant(s) so exercised, shall, on behalf of the Company, pay from the proceeds received upon exercise of the Warrant(s), a fee of 5% of the Warrant Price to the Representative for each Warrant e for each Warrant exercised more than one year after the effective date of the Registration Statement. The Representative and the Company may at any time during business hours, examine the records of the Warrant Agent, including its ledger of original Warrants certificates returned to the Warrant Agent upon exercise of Warrants.
(c) The provisions of this Section 3.3.5 may not be modified, amended or deleted without the prior written consent of the Representative.
Warrant Solicitation Fee. The Company hereby engages Chardan, on a non-exclusive basis, as its agent for the solicitation of the exercise of the Warrants. The Company will (i) assist Chardan with respect to such solicitation, if requested by Chardan, and (ii) at Chardan’s request, provide Chardan, and direct the Company’s transfer and warrant agent to provide to Chardan, at the Company’s cost, lists of the record and, to the extent known, beneficial owners of, the Warrants. Commencing on the later of thirty days after the consummation of a Business Combination and twelve months after the consummation of the Offering, the Company will pay Chardan a commission of five percent (5%) of the exercise price of the each Warrant exercised during the period commencing on the later of thirty days after the consummation of a Business Combination and twelve months after the consummation of the Offering, including Warrants acquired by securityholders in the open market. Notwithstanding the foregoing, Chardan shall only receive a fee specified in this Section 3.33 if permitted under FINRA rules and regulations and only to the extent that an investor who exercises Warrants indicates in writing that Chardan solicited the exercise. Chardan may engage sub-agents in its solicitation efforts. The Company agrees to disclose the arrangement to pay such solicitation fees to Chardan in any prospectus used by the Company in connection with the registration of the shares of Common Stock underlying the Warrants.
Warrant Solicitation Fee. The Company agrees to pay Global or a fee equal to the maximum percentage permitted by the NASD of the aggregate exercise price of the Warrants if: (i) the market price of the Common Stock is greater than the exercise price of the Warrants on the date of exercise; (ii) the exercise of the Warrants are solicited by a member of the NASD and the customer states in writing that the transaction was solicited and designates in writing the broker-dealer to receive compensation for the exercise; (iii) the Warrants are not held in a discretionary account; (iv) the disclosure of compensation arrangements was made both at the time of the Offering and at the time of the exercise of the Warrant; and (v) the solicitation of the Warrant is not in violation of Regulation M promulgated under the Exchange Act. The Company agrees not to solicit the exercise of any Warrants other than through Global or _____________________ and will not authorize any other dealer to engage in such solicitation without the prior written consent of the Underwriters which will not be unreasonably withheld. The Warrant solicitation fee will not be paid in a non-solicited transaction. No Warrant solicitation by the Underwriters will occur prior to one year from the Effective Date.
Warrant Solicitation Fee. Subject to the rules and regulations of the FINRA and customary “market” qualifications, as to the Warrants, Chardan shall be entitled to receive from the Company a warrant solicitation fee of five percent (5.0%) of the exercise price for each Warrant (except for those owned by the Sponsor from the purchase of the Placement Units) exercised during the twelve month period commencing upon the closing of our initial business combination other than (a) in conjunction with the Force-Call provision, or (b) in the case that all solicitations to warrant holders are made exclusively by the Company and/or Sponsor without third party assistance on an engaged or non-engaged basis.
Warrant Solicitation Fee. The Company hereby engages Chardan, on an exclusive basis, as its agent for the solicitation of the exercise of the Warrants. The Company will (i) assist Chardan with respect to such solicitation, if requested by Chardan, and (ii) at Chardan’s request, provide Chardan, and direct the Company’s transfer and warrant agent to provide to Chardan, at the Company’s cost, lists of the record and, to the extent known, beneficial owners of, the Warrants. The Company will pay Chardan a commission of five percent (5%) of the exercise price of the each Warrant exercised during the period commencing on the later of thirty days after the consummation of a Business Combination and twelve months after the consummation of the Offering, including Warrants acquired by security holders in the open market, but excluding Warrants exercised in connection with a Force-Call Redemption. Notwithstanding the foregoing, Chardan shall only receive a fee specified in this Section 3.31 if permitted under FINRA rules and regulations. Chardan may engage sub-agents in its solicitation efforts. The Company agrees to disclose the arrangement to pay such solicitation fees to Chardan in any prospectus used by the Company in connection with the registration of the Ordinary Shares underlying the Warrants.
Warrant Solicitation Fee. Subject to the provisions of applicable law, and pursuant to Section 5(b) of the Warrant Agreement, the Representative shall be entitled to receive a warrant solicitation fee of five percent (5%) of the aggregate exercise price of the Warrants for each Warrant exercised during the period commencing twelve (12) months after the Effective Date; provided, however, that the Representative will not be entitled to receive such compensation in Warrant exercise transactions in which (i) the market price of the Common Shares at the time of exercise is lower than the exercise price of the Warrants; (ii) the Warrants are held in any discretionary account; (iii) disclosure of compensation arrangements is not made in documents provided to holders of Warrants at the time of exercise; (iv) the holder thereof has not confirmed in writing that the Representative solicited the exercise of the Warrants; or (v) the solicitation or exercise of the Warrants was in violation of Regulation M promulgated under the 1934 Act.
