IPO or SPAC Transaction Clause Samples

IPO or SPAC Transaction. (a) In the event that, in accordance with clause 18.1, the Investor Majority has determined to undertake an IPO or an SPAC Transaction, the Shareholders shall co-operate fully with each other and the Company and their respective financial and other advisers and use their reasonable endeavours to assist the Company to achieve an IPO or SPAC Transaction in accordance with the rules and regulations of the relevant exchange and other applicable laws and regulations. (b) If the Company and the Investor Majority approve an IPO or SPAC Transaction, each Minority Shareholder will have the right to participate according to its Relevant Proportion on a pari passu basis in relation to the Shares held by it and shall generally be treated equally (in its capacity as Shareholders) with the Investors in relation to the IPO or SPAC Transaction. (c) In the event of an IPO or SPAC Transaction, certain Shareholders may be required, on the instruction of the investment bank advising on the IPO or SPAC Transaction, to enter into 'lock-in' arrangements for a period of up to 180 days after the date of a IPO or SPAC Transaction (or such longer period as may be required by regulations or rules applicable to the IPO or SPAC Transaction) whereby such Shareholders will not be able to deal freely in their shares in the Company or its New Holding Company for such period and each of the Shareholders undertake to the Company to enter into any such arrangements if requested to do so. (d) Each of the parties undertakes to the others to execute (and or otherwise complete) any documents, resolutions, class consents, information requests, agreements, certificates, transfers or other contracts (including without limitation any share exchange agreements, amendments to any memorandum or articles of association of any Group Company, due diligence questionnaires, disclosure schedules, underwriting agreements, share purchase agreements or other documents reasonably required by an investment bank to complete an IPO or SPAC Transaction) (in their capacity as Shareholders and/or Directors (where applicable) of the Company and any other member of the Group) which are necessary or desirable to achieve an IPO or SPAC Transaction if that has been approved by the Investor Majority.