Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. 333-_________), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 18 contracts

Samples: Underwriting Agreement (KBL Healthcare Acquisition Corp. II), Underwriting Agreement (Paramount Acquisition Corp), Underwriting Agreement (Terra Nova Acquisition CORP)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("“Commission"”) a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-133235), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the Public Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration Statement," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 8 contracts

Samples: Underwriting Agreement (Stoneleigh Partners Acquisition Corp.), Underwriting Agreement (Stoneleigh Partners Acquisition Corp.), Underwriting Agreement (Stoneleigh Partners Acquisition Corp.)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("“Commission"”) a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333- ), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the Public Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration Statement," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 8 contracts

Samples: Underwriting Agreement (Mercator Partners Acquisition Corp.), Underwriting Agreement (Rhapsody Acquisition Corp.), Underwriting Agreement (Global Services Partners Acquisition Corp.)

Pursuant to the Act. The Company has filed with the ~~Securities and Exchange~~ Commission ~~("Commission")~~ a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-134444), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 5 contracts

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

Pursuant to the Act. The Company has filed with the ~~Securities and Exchange~~ Commission ~~("Commission")~~ a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333- ), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the Public Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration Statement," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 5 contracts

Samples: Underwriting Agreement (Endeavor Acquisition Corp.), Underwriting Agreement (Industrial Services Acquisition Corp.), Underwriting Agreement (Stone Tan China Acquisition Corp.)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("~~Commission~~COMMISSION") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-o), including any related preliminary prospectus ("~~Preliminary Prospectus~~PRELIMINARY PROSPECTUS"), for the registration of the ~~Public~~ Securities under the Securities Act of 1933, as amended ("~~Act~~ACT"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("~~Regulations~~REGULATIONS") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "~~Registration Statement~~REGISTRATION STATEMENT," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "~~Prospectus~~PROSPECTUS." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 5 contracts

Samples: Underwriting Agreement (Stone Arcade Acquisition CORP), Underwriting Agreement (Stone Arcade Acquisition CORP), Underwriting Agreement (Pharmamatrix Acquisition CORP)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-127135), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the ~~Public~~ Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 5 contracts

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

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("“Commission"”) a registration statement and an amendment or amendments thereto, on Form S-1 (File No. 333-_________), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the Public Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration Statement," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 5 contracts

Samples: Underwriting Agreement (Argyle Security Acquisition CORP), Underwriting Agreement (Argyle Security Acquisition CORP), Underwriting Agreement (Argyle Security Acquisition CORP)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("~~Commission~~COMMISSION") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-o), including any related preliminary prospectus ("~~Preliminary Prospectus~~PRELIMINARY PROSPECTUS"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("~~Act~~ACT"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("~~Regulations~~REGULATIONS") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "~~Registration Statement~~REGISTRATION STATEMENT," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "~~Prospectus~~PROSPECTUS." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 5 contracts

Samples: Underwriting Agreement (Asia Automotive Acquisition Corp.), Underwriting Agreement (Asia Automotive Acquisition Corp.), Underwriting Agreement (Asia Automotive Acquisition Corp.)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("~~Commission~~COMMISSION") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-125691), including any related preliminary prospectus ("~~Preliminary Prospectus~~PRELIMINARY PROSPECTUS"), for the registration of the ~~Public~~ Securities under the Securities Act of 1933, as amended ("~~Act~~ACT"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("~~Regulations~~REGULATIONS") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "~~Registration Statement~~REGISTRATION STATEMENT," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "~~Prospectus~~PROSPECTUS." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 4 contracts

Samples: Underwriting Agreement (Pharmamatrix Acquisition CORP), Underwriting Agreement (Pharmamatrix Acquisition CORP), Underwriting Agreement (Pharmamatrix Acquisition CORP)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("“Commission"”) a ~~registration~~ regis-tration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-146899), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the Public Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may ~~otherwise~~ other-wise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration ~~Statement~~State-ment," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is ~~hereinafter~~ here-inafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 4 contracts

Samples: Underwriting Agreement (Global Alternative Asset Management, Inc.), Underwriting Agreement (Global Alternative Asset Management, Inc.), Underwriting Agreement (Global Alternative Asset Management, Inc.)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("“Commission"”) a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-128008), including any related preliminary prospectus ("the “Preliminary Prospectus"”), for the registration of the Public Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration Statement," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 4 contracts

Samples: Underwriting Agreement (Phoenix India Acquisition Corp.), Underwriting Agreement (Phoenix India Acquisition Corp.), Underwriting Agreement (Phoenix India Acquisition Corp.)

Pursuant to the Act. The Company has filed with the ~~Securities and Exchange~~ Commission ~~("Commission")~~ a registration statement and an amendment or amendments thereto, on Form S-1 (File No. 333-_________), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 4 contracts

Samples: Underwriting Agreement (Renaissance Acquisition Corp.), Underwriting Agreement (Inter-Atlantic Financial, Inc.), Underwriting Agreement (Geneva Acquisition Corp)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-113583), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 4 contracts

Samples: Underwriting Agreement (Tremisis Energy Acquisition Corp), Underwriting Agreement (Tremisis Energy Acquisition Corp), Underwriting Agreement (Tremisis Energy Acquisition Corp)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("“Commission"”) a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-124621), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the ~~Public~~ Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration Statement," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 4 contracts

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

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("“Commission"”) a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-124942), including any related preliminary prospectus ("the “Preliminary Prospectus"”), for the registration of the Public Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration Statement," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 4 contracts

Samples: Underwriting Agreement (India Globalization Capital, Inc.), Underwriting Agreement (India Globalization Capital, Inc.), Underwriting Agreement (India Globalization Capital, Inc.)

Pursuant to the Act. The Company has filed with the ~~Securities and Exchange~~ Commission ~~("Commission")~~ a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-128218), including any related preliminary prospectus ("~~Preliminary Prospectus~~PRELIMINARY PROSPECTUS"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("~~Act~~ACT"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("~~Regulations~~REGULATIONS") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "~~Registration Statement~~REGISTRATION STATEMENT," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "~~Prospectus~~PROSPECTUS." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 4 contracts

Samples: Underwriting Agreement (Media & Entertainment Holdings, Inc.), Underwriting Agreement (Media & Entertainment Holdings, Inc.), Underwriting Agreement (Media & Entertainment Holdings, Inc.)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("~~Commission~~COMMISSION") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333- ), including any related preliminary prospectus ("~~Preliminary Prospectus~~PRELIMINARY PROSPECTUS"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("~~Act~~ACT"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("~~Regulations~~REGULATIONS") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "~~Registration Statement~~REGISTRATION STATEMENT," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "~~Prospectus~~PROSPECTUS." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 4 contracts

Samples: Underwriting Agreement (InterAmerican Acquisition Group Inc), Underwriting Agreement (InterAmerican Acquisition Group Inc), Underwriting Agreement (InterAmerican Acquisition Group Inc)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("“Commission"”) a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-130531), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the Public Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration Statement," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 3 contracts

Samples: Underwriting Agreement (H D Partners Acquisition CORP), Underwriting Agreement (H D Partners Acquisition CORP), Underwriting Agreement (HD Partners Acquisition CORP)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("“Commission"”) a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-129830), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the ~~Public~~ Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration Statement," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 3 contracts

Samples: Underwriting Agreement (General Finance CORP), Underwriting Agreement (General Finance CORP), Underwriting Agreement (General Finance CORP)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-125687), including any related preliminary prospectus (the "Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 3 contracts

Samples: Underwriting Agreement (Platinum Energy Resources Inc), Underwriting Agreement (Platinum Energy Resources Inc), Underwriting Agreement (Platinum Energy Resources Inc)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("“Commission"”) a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-126650), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the Public Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration Statement," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 3 contracts

Samples: Warrant Agreement (Echo Healthcare Acquisition Corp.), Form of Underwriting Agreement (Echo Healthcare Acquisition Corp.), Warrant Agreement (Echo Healthcare Acquisition Corp.)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-110365), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 3 contracts

Samples: Warrant Agreement (Cea Acquisition Corp), Warrant Agreement (Cea Acquisition Corp), Underwriting Agreement (Tremisis Energy Acquisition Corp)

Pursuant to the Act. The Company has filed with the ~~Securities and Exchange~~ Commission ~~("Commission")~~ a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-147294), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the Public Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration Statement," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 3 contracts

Samples: Underwriting Agreement (CS China Acquisition Corp.), Underwriting Agreement (CS China Acquisition Corp.), Underwriting Agreement (CS China Acquisition Corp.)

Pursuant to the Act. The Company has filed with the ~~Securities and Exchange~~ Commission ~~("Commission")~~ a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-136097), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 3 contracts

Samples: Underwriting Agreement (Taliera CORP), Underwriting Agreement (Taliera CORP), Underwriting Agreement (Taliera CORP)

Pursuant to the Act. The Company has filed with the ~~Securities and Exchange~~ Commission ~~("Commission")~~ a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-124141), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the Public Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration Statement," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Ad.Venture Partners, Inc.), Underwriting Agreement (Ad.Venture Partners, Inc.)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-119937), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Millstream II Acquisition CORP), Underwriting Agreement (Millstream II Acquisition CORP)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-124521), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

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

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("~~Commission~~COMMISSION") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-110906), including any related preliminary prospectus (the "~~Preliminary Prospectus~~PRELIMINARY PROSPECTUS"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("~~Act~~ACT"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("~~Regulations~~REGULATIONS") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "~~Registration Statement~~REGISTRATION STATEMENT," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "~~Prospectus~~PROSPECTUS." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Great Wall Acquisition Corp), Underwriting Agreement (Great Wall Acquisition Corp)

Pursuant to the Act. The Company has filed with the ~~Securities and Exchange~~ Commission ~~("Commission")~~ a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-124141), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Ad.Venture Partners, Inc.), Underwriting Agreement (Ad.Venture Partners, Inc.)

Pursuant to the Act. The Company has filed with the ~~Securities and Exchange~~ Commission ~~("Commission")~~ a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-151642), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the Public Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration Statement," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "“Prospectus.~~" The~~ ” If the Company has filed an abbreviated registration statement to register additional Public Securities pursuant to Rule 462(b) under the Rules (the “462(b) Registration Statement”), then any reference herein to the Registration Statement ~~has been declared effective by the Commission on the date hereof.~~shall also be deemed to include such 462(b)

Appears in 2 contracts

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

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("“Commission"”) a registration statement and an amendment or amendments thereto, on Form S-1 (File No. 333-_____~~____~~), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the Public Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration Statement," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Fortress America Acquisition CORP), Underwriting Agreement (Fortress America Acquisition CORP)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. 333-_________), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus.~~" The Registration Statement has been declared effective by the Commission on the date hereof.~~"

Appears in 2 contracts

Samples: Underwriting Agreement (International Metal Enterprises, Inc.), Underwriting Agreement (International Metal Enterprises, Inc.)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-122967), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus.~~" The Registration Statement has been declared effective by the Commission on the date hereof.~~"

Appears in 2 contracts

Samples: Underwriting Agreement (International Metal Enterprises, Inc.), Underwriting Agreement (International Metal Enterprises, Inc.)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form ~~S-1~~ SB-2 (~~File~~ Reg. No. ~~333-_________~~333-18667), including any related ~~preliminary~~ prospectus subject to completion ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date ~~included in the Registration Statement~~ (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement ~~has been~~ will be declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Compu Dawn Inc), Compu Dawn Inc

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("the “Commission"”) a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-175284), including any related ~~preliminary~~ prospectus ~~("Preliminary Prospectus")~~or prospectuses, for the registration of the Public Securities under the Securities Act of 1933, as amended ("the “Act"”)~~, which~~ . Such registration statement ~~and amendment or amendments have been~~ was prepared by the Company in all material respects in conformity with the requirements of the ~~Act,~~ Act and the rules and regulations ~~("Regulations")~~ of the Commission under the ~~Act~~Act (the “Regulations”). Except as the context may otherwise require, such registration ~~statement, as amended,~~ statement on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of the effective date of such ~~time~~ registration statement pursuant to paragraph (b) of Rule 430A of the Regulations), is referred to herein as the “Registration Statement.” The final prospectus, furnished to the Underwriter for use in the Offering and filed with the Commission, is hereinafter called the ~~"Registration Statement," and the form of the final~~ “Prospectus.” Each preliminary prospectus ~~dated the Effective Date~~ included in the Registration Statement ~~(or, if applicable, the form of final prospectus~~ filed with the Commission ~~pursuant to~~ which omits Rule ~~424 of the Regulations),~~ 430B information is ~~hereinafter~~ herein called the "“Preliminary Prospectus.~~" The Registration Statement has been declared effective by the Commission on the date hereof.~~”

Appears in 2 contracts

Samples: Underwriting Agreement (Novelos Therapeutics, Inc.), Underwriting Agreement (Novelos Therapeutics, Inc.)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-131529), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

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

Appears in 2 contracts

Samples: Underwriting Agreement (Coconut Palm Acquisition Corp.), Underwriting Agreement (Chardan China Acquisition Corp)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-125016), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Chardan North China Acquisition Corp), Underwriting Agreement (Chardan China Acquisition Corp II)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-125018), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Chardan South China Acquisition Corp), Underwriting Agreement (Chardan China Acquisition Corp III)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form S-1 (~~File~~ No. ~~333-_________~~333-50771), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the ~~Public~~ Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the ~~Act,~~ Act and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date ~~included in the Registration Statement~~ (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Delicious Brands Inc), Underwriting Agreement (Delicious Brands Inc)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-125105), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Coconut Palm Acquisition Corp.), Underwriting Agreement (Coconut Palm Acquisition Corp.)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-124380), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

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

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form ~~S-1~~ SB-2 (~~File~~ No. ~~333-_________~~333-22895), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the ~~Public~~ Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the ~~Act,~~ Act and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date ~~included in the Registration Statement~~ (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Pivot Rules Inc), Underwriting Agreement (Pivot Rules Inc)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("“Commission"”) a registration statement and an amendment or amendments thereto, on Form S-1 (File No. 333-_________), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the ~~Public~~ Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration Statement," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Global Technology Industries, Inc.), Underwriting Agreement (Global Technology Industries, Inc.)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-122439), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Terra Nova Acquisition CORP), Underwriting Agreement (Terra Nova Acquisition CORP)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("“Commission"”) a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-140516), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the Public Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration Statement," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (China Discovery Acquisition Corp.), Underwriting Agreement (China Discovery Acquisition Corp.)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("“Commission"”) a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-136590), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the Public Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration Statement," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Pantheon China Acquisition Corp.), Underwriting Agreement (Pantheon China Acquisition Corp.)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-117051), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Rand Acquisition CORP), Underwriting Agreement (Rand Acquisition CORP)

Pursuant to the Act. The Company has filed with the ~~Securities and Exchange~~ Commission ~~("Commission")~~ a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-128440), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the Public Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration Statement," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

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

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-121028), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Ardent Acquisition CORP), Underwriting Agreement (Ardent Acquisition CORP)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("“Commission"”) a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-128355), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the Public Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration Statement," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Israel Growth Partners Acquisition Corp.), Underwriting Agreement (Israel Growth Partners Acquisition Corp.)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("“Commission"”) a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-145278), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the Public Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration Statement," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (North Shore Acquisition Corp.), Underwriting Agreement (North Shore Acquisition Corp.)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-105388), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

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

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form ~~S-1~~ SB-2 (~~File~~ Registration No. ~~333-_________~~333-18093), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the ~~Public Securities~~ Shares under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with ~~the~~ Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), and as the same may be thereafter amended, is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date ~~included in the Registration Statement~~ (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), and as the same may be thereafter amended or supplemented, is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof. The Company is eligible to use Form SB-2 under the Act.

Appears in 2 contracts

Samples: Underwriting Agreement (Cafe La France Inc), Underwriting Agreement (Cafe La France Inc)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("~~Commission~~COMMISSION") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-11599), including any related preliminary prospectus (the "~~Preliminary Prospectus~~PRELIMINARY PROSPECTUS"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("~~Act~~ACT"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "~~Registration Statement~~REGISTRATION STATEMENT," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "~~Prospectus~~PROSPECTUS." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (China Mineral Acquisition CORP), Underwriting Agreement (China Mineral Acquisition CORP)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("“Commission"”) a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-147284), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the Public Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration Statement," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Spring Creek Acquisition Corp.), Underwriting Agreement (Spring Creek Acquisition Corp.)

Pursuant to the Act. The Company has filed with the ~~Securities and Exchange~~ Commission ~~("Commission")~~ a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-138699), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the Public Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration Statement," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

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

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("“Commission"”) a ~~registration~~ regis-tration statement and an amendment or amendments thereto, on Form ~~S-1~~ F-1 (File No. 333-_________), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the Public Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may ~~otherwise~~ other-wise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration ~~Statement~~State-ment," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is ~~hereinafter~~ here-inafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (China Discovery Acquisition Corp.), Underwriting Agreement (China Fortune Acquisition Corp.)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-111970), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Chardan China Acquisition Corp), Underwriting Agreement (Chardan China Acquisition Corp)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form ~~S-1~~ SB-2 (~~File~~ No. ~~333-_________~~333-21401), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the ~~Public~~ Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the ~~Act,~~ Act and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date ~~included in the Registration Statement~~ (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Augment Systems Inc), Underwriting Agreement (Augment Systems Inc)

Pursuant to the Act. The Company has filed with the ~~Securities and Exchange~~ Commission ~~("Commission")~~ a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-124638), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the ~~Public~~ Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration Statement," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Federal Services Acquisition CORP), Underwriting Agreement (Federal Services Acquisition CORP)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission (the "~~Commission~~COMMISSION") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-136908), including ~~any~~ the related preliminary prospectus (the "~~Preliminary Prospectus~~PRELIMINARY PROSPECTUS", including the prospectus that is included in the Registration Statement immediately prior to the effectiveness of the Registration Statement), for the registration of the ~~Public~~ Securities under the Securities Act of 1933, as amended (the "~~Act~~ACT"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations (the "~~Regulations~~REGULATIONS") of the Commission under the Act. The conditions for use of Form S-1 to register the Offering under the Act, as set forth in the General Instructions to such Form, have been satisfied. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to ~~paragraph (b) of~~ Rule 430A of the Regulations), is hereinafter called the "~~Registration Statement~~REGISTRATION STATEMENT," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.form

Appears in 2 contracts

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

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-137716), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (China Opportunity Acquisition Corp.), Underwriting Agreement (China Opportunity Acquisition Corp.)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("~~Commission~~COMMISSION") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-~~____-_____), including any related preliminary prospectus (the "~~Preliminary Prospectus~~PRELIMINARY PROSPECTUS"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("~~Act~~ACT"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "~~Registration Statement~~REGISTRATION STATEMENT," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "~~Prospectus~~PROSPECTUS." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (China Mineral Acquisition CORP), Underwriting Agreement (China Mineral Acquisition CORP)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("“Commission"”) a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-128350), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the Public Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration Statement," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Global Services Partners Acquisition Corp.), Underwriting Agreement (Global Services Partners Acquisition Corp.)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-117639), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (China Unistone Acquisition CORP), Underwriting Agreement (China Unistone Acquisition CORP)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("“Commission"”) a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-131417), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the ~~Public~~ Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration Statement," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

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

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("“Commission"”) a ~~registration~~ regis-tration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-138452), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the Public Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may ~~otherwise~~ other-wise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration ~~Statement~~State-ment," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is ~~hereinafter~~ here-inafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Rand Acquisition Corp. II), Underwriting Agreement (Hyde Park Acquisition CORP)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("“Commission"”) a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-123504), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the Public Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration Statement," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Fortress America Acquisition CORP), Underwriting Agreement (Fortress America Acquisition CORP)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-110365), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called ~~the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.~~the

Appears in 1 contract

Samples: Warrant Agreement (Cea Acquisition Corp)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-114816), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Arpeggio Acquisition Corp)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form ~~S-1~~ SB-2 (~~File~~ No. ~~333-_________),~~ 333-115424) including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the ~~Public Securities~~ Shares under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date ~~included in~~ or such later date as may be determined by the ~~Registration Statement~~ Underwriters (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Gurunet Corp)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form S-1 (~~File~~ No. 333-__________), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date ~~included in~~ or such later date as may be determined by the ~~Registration Statement~~ Representative (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Fusion Telecommunications International Inc)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission (the "Commission") a registration statement and an amendment or amendments thereto, on Form ~~S-1~~ SB-2 (~~File~~ Registration No. ~~333-_________~~333-16247), including any related preliminary prospectus (a "Preliminary Prospectus"), for the registration of the ~~Public~~ Securities under the Securities Act of 1933, as amended (the "Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ~~("Regulations")~~ of the Commission under the ~~Act~~Act (the "Regulations"). Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date ~~included in the Registration Statement~~ (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus.~~" The Registration Statement has been declared effective by the Commission on the date hereof.~~"

Appears in 1 contract

Samples: Underwriting Agreement (Puro Water Group Inc)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission (the "Commission") a registration statement and an amendment or amendments thereto, on Form ~~S-1~~ SB-2 (~~File~~ Registration No. ~~333-_~~________), including any related preliminary prospectus (a "Preliminary Prospectus"), for the registration of the ~~Public~~ Securities under the Securities Act of 1933, as amended (the "Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ~~("Regulations")~~ of the Commission under the ~~Act~~Act (the "Regulations"). Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date ~~included in the Registration Statement~~ (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus.~~" The Registration Statement has been declared effective by the Commission on the date hereof.~~"

Appears in 1 contract

Samples: Underwriting Agreement (Puro Water Group Inc)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form ~~S-1~~ SB-2 (~~File~~ Reg. No. ~~333-_________~~333-10519), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of ~~1933, as amended~~ 1933 ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date ~~included in the Registration Statement~~ (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus.~~" The Registration Statement has been declared effective by the Commission on the date hereof.~~"

Appears in 1 contract

Samples: Objectsoft Corp

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("the “Commission"”) a registration statement and an amendment or amendments thereto, on Form ~~S-1~~ F-1 (File No. ~~333-_________~~333-163450), including any related ~~preliminary~~ prospectus ~~("Preliminary Prospectus")~~or prospectuses, for the registration of the Public Securities under the Securities Act of 1933, as amended ("the “Act"”), which registration statement and amendment or amendments have been prepared by the Company in all material respects in conformity with the requirements of the ~~Act,~~ Act and the rules and regulations ~~("Regulations")~~ of the Commission under the ~~Act~~Act (the “Regulations”). Except as the context may otherwise require, such registration ~~statement, as amended,~~ statement on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of ~~such time~~ the Effective Date pursuant to paragraph (b) of Rule 430A of the Regulations), is ~~hereinafter called~~ referred to herein as the "“Registration Statement~~," and~~ .” The final prospectus in the form of first furnished to the ~~final prospectus dated the Effective Date included~~ Underwriters for use in the ~~Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations)~~Offering, is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof. “Applicable Time” means 5:00 pm on , 2010 on the Effective Date or such other time as agreed to by the Company and the Representative.

Appears in 1 contract

Samples: Underwriting Agreement (China Education, Inc)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("the “Commission"”) a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________),~~ 333-170424) including any related ~~preliminary~~ prospectus ~~("Preliminary Prospectus")~~or prospectuses, for the registration of the Public Securities under the Securities Act of 1933, as amended ("the “Act"”), which registration statement and amendment or amendments have been prepared by the Company in all material respects in conformity with the requirements of the ~~Act,~~ Act and the rules and regulations ~~("Regulations")~~ of the Commission under the ~~Act~~Act (the “Regulations”). Except as the context may otherwise require, such registration ~~statement, as amended,~~ statement on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of ~~such time~~ the Effective Date pursuant to paragraph (b) of Rule 430A of the Regulations), is ~~hereinafter called~~ referred to herein as the "“Registration Statement~~," and~~ .” The final prospectus in the form of first furnished to the ~~final prospectus dated the Effective Date included~~ Underwriters for use in the ~~Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations)~~Offering, is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof. “Applicable Time” means [ am/pm on , 20 ], on the Effective Date or such other time as agreed to by the Company and the Representative.

Appears in 1 contract

Samples: Underwriting Agreement (CastleRock Security Holdings, Inc.)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("~~Commission~~COMMISSION") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. 333-____~~_____~~), including any related preliminary prospectus (the "~~Preliminary Prospectus~~PRELIMINARY PROSPECTUS"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("~~Act~~ACT"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("~~Regulations~~REGULATIONS") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "~~Registration Statement~~REGISTRATION STATEMENT," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "~~Prospectus~~PROSPECTUS." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Great Wall Acquisition Corp)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("~~Commission~~COMMISSION") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-124601), including any related preliminary prospectus ("~~Preliminary Prospectus~~PRELIMINARY PROSPECTUS"), for the registration of the ~~Public~~ Securities under the Securities Act of 1933, as amended ("~~Act~~ACT"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("~~Regulations~~REGULATIONS") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "~~Registration Statement~~REGISTRATION STATEMENT," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "~~Prospectus~~PROSPECTUS." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Stone Arcade Acquisition CORP)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission (the "Commission") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333- ), including any related preliminary prospectus or prospectuses (the "Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended (the "Act"), which registration statement and amendment or amendments have been prepared by ~~the~~ he Company in conformity with the requirements of the Act, and the rules and regulations (the "Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration ~~statement, as amended,~~ statement on file with the Commission at the time the registration statement becomes ~~effective~~ effective, (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of ~~such time~~ the Effective Date pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement,." ~~and~~ The final prospectus in the form of first furnished to the ~~final prospectus dated the Effective Date included~~ Underwriters for use in the ~~Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations)~~Offering, is hereinafter called the "Prospectus." The Registration Statement has ~~been declared effective by the Commission on the date hereof.~~been

Appears in 1 contract

Samples: Warrant Agreement (Education Media, Inc.)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("“Commission"”) a registration statement and an amendment or amendments thereto, on Form S-1 (File No. 333-_________), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the ~~Public~~ Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration Statement," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Fortissimo Acquisition Corp.)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("“Commission"”) a ~~registration~~ regis-tration statement and an amendment or amendments thereto, on Form ~~S-1~~ F-1 (File No. ~~333-_________~~333-137797), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the Public Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may ~~otherwise~~ other-wise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration ~~Statement~~State-ment," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is ~~hereinafter~~ here-inafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 1 contract

Samples: Underwriting Agreement (China Fortune Acquisition Corp.)

Appears in 1 contract

Samples: Underwriting Agreement (China Opportunity Acquisition Corp.)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("~~Commission~~COMMISSION") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. 333-___~~______~~), including any related preliminary prospectus ("~~Preliminary Prospectus~~PRELIMINARY PROSPECTUS"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("~~Act~~ACT"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("~~Regulations~~REGULATIONS") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "~~Registration Statement~~REGISTRATION STATEMENT," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "~~Prospectus~~PROSPECTUS." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Vector Intersect Security Acquisition Corp.)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("the “Commission"”) a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-210808), including any related ~~preliminary~~ prospectus ~~("Preliminary Prospectus")~~or prospectuses, for the registration of securities, including the Public ~~Securities~~ Securities, under the Securities Act of 1933, as amended ("the “Act"”), which registration statement and amendment or amendments have been prepared by the Company in all material respects in conformity with the requirements of the ~~Act,~~ Act and the rules and regulations ~~("Regulations")~~ of the Commission under the ~~Act~~Act (the “Regulations”). Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes or became effective (including any preliminary prospectus included in the ~~prospectus~~registration statement or filed with the Commission pursuant to Rule 424(b) under the Act (each, a “Preliminary Prospectus”), financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of ~~such time~~ the Effective Date pursuant to paragraph (b) of Rule 430A of the Regulations), is ~~hereinafter called~~ referred to herein as the "“Registration Statement~~," and~~ .” If the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.Company

Appears in 1 contract

Samples: Placement Agent Agreement (Endurance Exploration Group, Inc.)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form ~~S-1 (File No. 333-_________),~~ SB-2 333-34667 including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date ~~included in the Registration Statement~~ (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 1 contract

Samples: Crossz Software (Cross Z International Inc)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("“Commission"”) a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333- ), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the ~~Public~~ Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration Statement," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Oakmont Acquisition Corp.)

Pursuant to the Act. The Company has filed with the ~~Securities and Exchange~~ Commission ~~("Commission")~~ a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333- ), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Taliera CORP)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form ~~S-1~~ SB-2 (~~File~~ No. ~~333-~~_________), ____) including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date ~~included in the Registration Statement~~ (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Dental Medical Diagnostic Systems Inc)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("“Commission"”) a ~~registration~~ regis-tration statement and an amendment or amendments thereto, on Form S-1 (File No. 333-_________), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the Public Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may ~~otherwise~~ other-wise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration ~~Statement~~State-ment," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is ~~hereinafter~~ here-inafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Rand Acquisition Corp. II)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. 333-~~______~~___), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Argyle Security Acquisition CORP)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("“Commission"”) a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333- ), including any related preliminary prospectus ("the “Preliminary Prospectus"”), for the registration of the Public Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration Statement," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Services Acquisition Corp. International)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~000-50348), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Millstream Acquisition Corp)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("Commission") a registration statement on Form S-1 and an amendment or amendments ~~thereto,~~ thereto on Form ~~S-1~~ SB-2 (~~File~~ No. ~~333-_________~~333-116020), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date ~~included in~~ or such later date as may be determined by the ~~Registration Statement~~ Representative (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Gigabeam Corp)

Pursuant to the Act. The Company has filed with the ~~Securities and Exchange~~ Commission ~~("Commission")~~ a registration statement and an amendment or amendments thereto, on Form ~~S-1~~ SB-2 (~~File~~ Registration No. ~~333-_________~~333-17767), including any related ~~preliminary~~ prospectus subject to completion (a "Preliminary Prospectus"), for the registration of the ~~Public~~ Securities under the Securities Act of 1933, as amended (the "Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ~~("Regulations")~~ of the Commission under the ~~Act~~Act (the "Regulations"). Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date ~~included in the Registration Statement~~ (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by on or prior to the ~~Commission on the~~ effective date ~~hereof~~of this Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Niche Pharmaceuticals Inc)

Pursuant to the Act. The Company has filed with the Securities and Exchange Commission ("the “Commission"”) a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-204591), including any related ~~preliminary~~ prospectus ~~("Preliminary Prospectus")~~or prospectuses, for the registration of the Public Securities under the Securities Act of 1933, as amended ("the “Act"”), which registration statement and amendment or amendments have been prepared by the Company in all material respects in conformity with the requirements of the ~~Act,~~ Act and the rules and regulations ~~("Regulations")~~ of the Commission under the ~~Act~~Act (the “Regulations”). Except as the context may otherwise require, such registration ~~statement, as amended,~~ statement on file with the Commission at the time the registration statement becomes effective (the “Effective Date”) (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of ~~such time~~ the Effective Date pursuant to paragraph (b) of Rule 430A of the Regulations), is ~~hereinafter called~~ referred to herein as the "“Registration Statement~~," and~~ .” The final prospectus in the form of first furnished to the ~~final prospectus dated the Effective Date included~~ Underwriters for use in the ~~Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations)~~Offering, is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the ~~Commission~~ Commission. “Applicable Time” means 5:45 pm, Eastern time, on July 9, 2015, or such other time as agreed to by the ~~date hereof~~Company and the Representatives.

Appears in 1 contract

Samples: Underwriting Agreement (Eco-Stim Energy Solutions, Inc.)

Pursuant to the Act. The Company has filed with the ~~Securities and Exchange~~ Commission ~~("Commission")~~ a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-142729), including any related preliminary prospectus ("“Preliminary Prospectus"”), for the registration of the Public Securities under the Securities Act of 1933, as amended ("“Act"”), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("“Regulations"”) of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "“Registration Statement," ” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "“Prospectus." ” The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Stone Tan China Acquisition Corp.)

Pursuant to the Act. The Company has filed with the ~~Securities and Exchange~~ Commission ~~("Commission")~~ a registration statement and an amendment or amendments thereto, on Form S-1 (File No. ~~333-_________~~333-126379), including any related preliminary prospectus ("Preliminary Prospectus"), for the registration of the Public Securities under the Securities Act of 1933, as amended ("Act"), which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations ("Regulations") of the Commission under the Act. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement becomes effective (including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to paragraph (b) of Rule 430A of the Regulations), is hereinafter called the "Registration Statement," and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus filed with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the "Prospectus." The Registration Statement has been declared effective by the Commission on the date hereof.

Appears in 1 contract

Samples: Underwriting Agreement (MDC Acquisition Partners, Inc.)

Common use of Pursuant to the Act Clause in Contracts