Common use of Transfer and Other Restrictions Clause in Contracts

Transfer and Other Restrictions. The Representative hereby agrees (i) to waive its redemption rights with respect to the Representative’s Securities in connection with the completion of the initial Business Combination and (ii) to waive its rights to liquidating distributions from the trust account with respect to the Representative’s Securities if the Company fails to complete the initial Business Combination. The Representative will not sell, transfer, assign, pledge or hypothecate the Representative’s Securities, or cause the Representative’s Securities to be the subject of any hedging, short sale, derivative, put, or call transaction that would result in the effective economic disposition of the Representative’s Securities by any person, for a period of time ending on the later of the completion of the initial Business Combination and 180 days (pursuant to FINRA Rule 5110(e)(1)) following the Effective Date to anyone other than (i) the Representative or an underwriter or selected dealer in connection with the Offering, or (ii) a bona fide officer or partner, associated person or affiliate of the Representative or of any such underwriter or selected dealer. Thereafter, transfers to others may be made subject to compliance with or exemptions from applicable securities laws. The Representative further agrees to vote in favor of any initial Business Combination presented to the Company’s stockholders.

Appears in 6 contracts

Samples: Underwriting Agreement (Inception Growth Acquisition LTD), Underwriting Agreement (Nova Vision Acquisition Corp), Underwriting Agreement (Sparta Healthcare Acquisition Corp.)

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Transfer and Other Restrictions. The Representative hereby agrees (i) to waive its redemption rights with respect to the Representative’s Securities in connection with the completion of the initial Business Combination and (ii) to waive its rights to liquidating distributions from the trust account with respect to the Representative’s Securities if the Company fails to complete the initial Business Combination. The Representative will not sell, transfer, assign, pledge or hypothecate the Representative’s Securities, or cause the Representative’s Securities to be the subject of any hedging, short sale, derivative, put, or call transaction that would result in the effective economic disposition of the Representative’s Securities by any person, for a period of time ending on the later of the completion of the initial Business Combination and 180 days (pursuant to FINRA Rule 5110(e)(1)) following the Effective Date to anyone other than (i) the Representative or an underwriter or selected dealer in connection with the Offering, or (ii) a bona fide officer or partner, associated registered person or affiliate of the Representative or of any such underwriter or selected dealer. Thereafter, transfers to others may be made subject to compliance with or exemptions from applicable securities laws. The Representative further agrees to vote in favor of any initial Business Combination presented to the Company’s stockholders.

Appears in 4 contracts

Samples: Registration Rights Agreement (Nova Vision Acquisition Corp), Underwriting Agreement (Nova Vision Acquisition Corp), Underwriting Agreement (HHG Capital Corp)

Transfer and Other Restrictions. The Representative hereby agrees (i) to waive its redemption rights with respect to the Representative’s Securities in connection with the completion of the initial Business Combination and (ii) to waive its rights to liquidating distributions from the trust account with respect to the Representative’s Securities if the Company fails to complete the initial Business Combination. The Representative will not sell, transfer, assign, pledge or hypothecate the Representative’s Securities, or cause the Representative’s Securities to be the subject of any hedging, short sale, derivative, put, or call transaction that would result in the effective economic disposition of the Representative’s Representatives’ Securities by any person, for a period of time ending on the later of thirty days after the completion of the initial Business Combination and 180 days (pursuant to FINRA Rule 5110(e)(1)) of the Conduct Rules of FINRA) following the Effective Date to anyone other than (i) the Representative or an underwriter or selected dealer in connection with the Offering, or (ii) a bona fide officer or partner, associated person or affiliate partner of the Representative or of any such underwriter or selected dealer. Thereafter, transfers to others may be made subject to compliance with or exemptions from applicable securities laws. The Representative further agrees agree to vote in favor of any initial Business Combination presented to the Company’s stockholders.

Appears in 4 contracts

Samples: Underwriting Agreement (Globis Acquisition Corp.), Underwriting Agreement (Globis Acquisition Corp.), Underwriting Agreement (Benessere Capital Acquisition Corp.)

Transfer and Other Restrictions. The Representative hereby agrees (i) to waive its redemption rights with respect to the Representative’s Securities in connection with the completion of the initial Business Combination and (ii) to waive its rights to liquidating distributions from the trust account with respect to the Representative’s Securities if the Company fails to complete the initial Business Combination. The Representative will not sell, transfer, assign, pledge or hypothecate the Representative’s Securities, or cause the Representative’s Securities to be the subject of any hedging, short sale, derivative, put, or call transaction that would result in the effective economic disposition of the Representative’s Securities by any person, for a period of time ending on the later of the completion of the initial Business Combination and 180 days (pursuant to FINRA Rule 5110(e)(1)) following beginning on the Effective Date date of commencement of sales of the Public Securities to anyone other than (i) the Representative or an underwriter or selected dealer in connection with the Offering, or (ii) a bona fide officer or partner, associated registered person or affiliate of the Representative or of any such underwriter or selected dealer, and only if any such transferee agrees to the foregoing lock-up restrictions, in each case, except as provided for in FINRA Rule 5110(e)(2). Thereafter, transfers to others may be made subject to compliance with or exemptions from applicable securities laws. The Representative further agrees to vote in favor of any initial Business Combination presented to the Company’s stockholders.

Appears in 1 contract

Samples: Underwriting Agreement (Inception Growth Acquisition LTD)

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Transfer and Other Restrictions. The Representative hereby agrees (i) to waive its redemption rights with respect to the Representative’s Securities in connection with the completion of the initial Business Combination and (ii) to waive its rights to liquidating distributions from the trust account with respect to the Representative’s Securities if the Company fails to complete the initial Business Combination. The Representative will not sell, transfer, assign, pledge or hypothecate the Representative’s Securities, or cause the Representative’s Securities to be the subject of any hedging, short sale, derivative, put, or call transaction that would result in the effective economic disposition of the Representative’s Securities by any person, for a period of time ending on the later of the completion of the initial Business Combination and 180 days (pursuant to FINRA Rule 5110(e)(1)) following beginning on the Effective Date date of commencement of sales of the Public Securities to anyone other than (i) the Representative or an underwriter or selected dealer in connection with the Offering, or (ii) a bona fide officer or partner, associated registered person or affiliate of the Representative or of any such underwriter or selected dealer. Thereafter, transfers to others may be made subject to compliance with or exemptions from applicable securities laws. The Representative further agrees to vote in favor of any initial Business Combination presented to the Company’s stockholders.

Appears in 1 contract

Samples: Inception Growth Acquisition LTD

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