Common use of Business Combination Clause in Contracts

Business Combination. For the period of ninety (90) days following the Effective Date, in the event any person or entity (regardless of any FINRA affiliation or association) is engaged to assist the Company in its search for a merger candidate or to provide any other merger and acquisition services, the Company will provide the following information (the “Merger Information”) to FINRA and Representative prior to the consummation of the Business Combination: (i) complete details of all services and copies of agreements governing such services; and (ii) justification as to why the person or entity providing the merger and acquisition services should not be considered an “underwriter and related person” with respect to the Company’s initial public offering, as such term is defined in Rule 2710 of FINRA’s Conduct Rules. The Company also agrees that proper disclosure of such arrangement or potential arrangement will be made in the proxy statement which the Company will file for purposes of soliciting shareholder approval for the Business Combination. Upon the Company’s delivery of the Merger Information to the Representative, the Company hereby expressly authorizes the Representative to provide such information directly to FINRA as a result of representations the Representative has made to FINRA in connection with the Offering.

Appears in 3 contracts

Samples: Underwriting Agreement (Korea Milestone Acquisition CORP), Underwriting Agreement (Korea Milestone Acquisition CORP), Underwriting Agreement (Korea Milestone Acquisition CORP)

AutoNDA by SimpleDocs

Business Combination. For the period of ninety (90) days following the Effective Date, in In the event any person or entity (regardless of any FINRA affiliation or association) is engaged to assist the Company in its search for a merger candidate or to provide any other merger and acquisition services, the Company or the Representatives, if they are engaged, will provide the following information (the “Merger Information”) to FINRA (and Representative Representatives, if they are not engaged) prior to the consummation of the Business Combination: (i) complete details of all services and copies of agreements governing such services; and (ii) justification as to why the person or entity providing the merger and acquisition services should not be considered an “underwriter and related person” with respect to the Company’s initial public offeringOffering, as such term is defined in Rule 2710 of FINRA’s Conduct Rules. The Company also agrees that proper disclosure of such arrangement or potential arrangement will be made in the proxy statement which the Company will file for purposes of soliciting shareholder stockholder approval for the Business Combination. Upon the Company’s delivery of the Merger Information to the RepresentativeRepresentatives, the Company hereby expressly authorizes the Representative Representatives to provide such information directly to FINRA as a result of representations the Representative has Representatives have made to FINRA in connection with the Offering.

Appears in 3 contracts

Samples: Underwriting Agreement (United Refining Energy Corp), Underwriting Agreement (United Refining Energy Corp), Underwriting Agreement (United Refining Energy Corp)

Business Combination. For the period of ninety (90) days following the Effective Date, in In the event any person or entity (regardless of any FINRA NASD affiliation or association) is engaged to assist the Company in its search for a merger candidate or to provide any other merger and acquisition services, the Company or the Representative, if they are engaged, will provide the following information (the “Merger Information”) to FINRA the NASD (and Representative Representative, if they are not engaged) prior to the consummation of the Business Combination: (i) complete details of all services and copies of agreements governing such services; and (ii) justification as to why the person or entity providing the merger and acquisition services should not be considered an “underwriter and related person” with respect to the Company’s initial public offeringOffering, as such term is defined in Rule 2710 of FINRAthe NASD’s Conduct Rules. The Company also agrees that proper disclosure of such arrangement or potential arrangement will be made in the proxy statement which the Company will file for purposes of soliciting shareholder stockholder approval for the Business Combination. Upon the Company’s delivery of the Merger Information to the Representative, the Company hereby expressly authorizes the Representative to provide such information directly to FINRA the NASD as a result of representations the Representative has have made to FINRA the NASD in connection with the Offering.

Appears in 2 contracts

Samples: Underwriting Agreement (United Refining Energy Corp), Underwriting Agreement (United Refining Energy Corp)

Business Combination. For the period of ninety (90) days following the Effective Date, in In the event any person or entity (regardless of any FINRA NASD affiliation or association) is engaged to assist the Company in its search for a merger candidate or to provide any other merger and acquisition services, the Company or the Representatives, if they are engaged, will provide the following information (the “Merger Information”) to FINRA the NASD (and Representative Representatives, if they are not engaged) prior to the consummation of the Business Combination: (i) complete details of all services and copies of agreements governing such services; and (ii) justification as to why the person or entity providing the merger and acquisition services should not be considered an “underwriter and related person” with respect to the Company’s initial public offeringOffering, as such term is defined in Rule 2710 of FINRAthe NASD’s Conduct Rules. The Company also agrees that proper disclosure of such arrangement or potential arrangement will be made in the proxy statement which the Company will file for purposes of soliciting shareholder stockholder approval for the Business Combination. Upon the Company’s delivery of the Merger Information to the RepresentativeRepresentatives, the Company hereby expressly authorizes the Representative Representatives to provide such information directly to FINRA the NASD as a result of representations the Representative has Representatives have made to FINRA the NASD in connection with the Offering.

Appears in 2 contracts

Samples: Underwriting Agreement (TransTech Services Partners Inc.), Underwriting Agreement (TransTech Services Partners Inc.)

Business Combination. For the period of ninety (90) days following the Effective Date, in In the event any person or entity (regardless of any FINRA affiliation or association) is engaged to assist the Company in its search for a merger candidate or to provide any other merger and acquisition services, the Company or the Representative, if they are engaged, will provide the following information (the “"Merger Information") to the FINRA (and Representative Representative, if they are not engaged) prior to the consummation of the Business Combination: (i) complete details of all services and copies of agreements governing such services; and (ii) justification as to why the person or entity providing the merger and acquisition services should not be considered an "underwriter and related person" with respect to the Company’s initial public offeringOffering, as such term is defined in Rule 2710 of the FINRA’s 's Conduct Rules. The Company also agrees that proper disclosure of such arrangement or potential arrangement will be made in the proxy statement which the Company will file for purposes of soliciting shareholder stockholder approval for the Business Combination. Upon the Company’s 's delivery of the Merger Information to the Representative, the Company hereby expressly authorizes the Representative to provide such information directly to the FINRA as a result of representations the Representative has have made to the FINRA in connection with the Offering.

Appears in 1 contract

Samples: Underwriting Agreement (China Resources Ltd.)

AutoNDA by SimpleDocs

Business Combination. For the period of ninety (90) days following the Effective Date, in In the event any person or entity (regardless of any FINRA NASD affiliation or association) is engaged to assist the Company in its search for a merger candidate or to provide any other merger and acquisition services, the Company or the Representative, if they are engaged, will provide the following information (the “"Merger Information") to FINRA the NASD (and Representative Representative, if they are not engaged) prior to the consummation of the Business Combination: (i) complete details of all services and copies of agreements governing such services; and (ii) justification as to why the person or entity providing the merger and acquisition services should not be considered an "underwriter and related person" with respect to the Company’s initial public offeringOffering, as such term is defined in Rule 2710 of FINRA’s the NASD's Conduct Rules. The Company also agrees that proper disclosure of such arrangement or potential arrangement will be made in the proxy statement which the Company will file for purposes of soliciting shareholder stockholder approval for the Business Combination. Upon the Company’s 's delivery of the Merger Information to the Representative, the Company hereby expressly authorizes the Representative to provide such information directly to FINRA the NASD as a result of representations the Representative has have made to FINRA the NASD in connection with the Offering.

Appears in 1 contract

Samples: Underwriting Agreement (China Energy & Resources LTD)

Business Combination. For the period of ninety (90) days following the Effective Date, in In the event any person or entity (regardless of any FINRA affiliation or association) is engaged to assist the Company in its search for a merger candidate or to provide any other merger and acquisition services, the Company or the Representative, if they are engaged, will provide the following information (the “Merger Information”) to the FINRA (and Representative Representative, if they are not engaged) prior to the consummation of the Business Combination: (i) complete details of all services and copies of agreements governing such services; and (ii) justification as to why the person or entity providing the merger and acquisition services should not be considered an “underwriter and related person” with respect to the Company’s initial public offeringOffering, as such term is defined in Rule 2710 of the FINRA’s Conduct Rules. The Company also agrees that proper disclosure of such arrangement or potential arrangement will be made in the proxy statement which the Company will file for purposes of soliciting shareholder stockholder approval for the Business Combination. Upon the Company’s delivery of the Merger Information to the Representative, the Company hereby expressly authorizes the Representative to provide such information directly to the FINRA as a result of representations the Representative has have made to the FINRA in connection with the Offering.

Appears in 1 contract

Samples: Underwriting Agreement (China Resources Ltd.)

Business Combination. For the period of ninety (90) days following the Effective Date, in In the event any person or entity (regardless of any FINRA affiliation or association) is engaged to assist the Company in its search for a merger candidate or to provide any other merger and acquisition services, the Company or the Representatives, if they are engaged, will provide the following information (the “Merger Information”) to the FINRA (and Representative Representatives, if they are not engaged) prior to the consummation of the Business Combination: (i) complete details of all services and copies of agreements governing such services; and (ii) justification as to why the person or entity providing the merger and acquisition services should not be considered an “underwriter and related person” with respect to the Company’s initial public offeringOffering, as such term is defined in Rule 2710 of the FINRA’s Conduct Rules. The Company also agrees that proper disclosure of such arrangement or potential arrangement will be made in the proxy statement which the Company will file for purposes of soliciting shareholder stockholder approval for the Business Combination. Upon the Company’s delivery of the Merger Information to the RepresentativeRepresentatives, the Company hereby expressly authorizes the Representative Representatives to provide such information directly to the FINRA as a result of representations the Representative has Representatives have made to the FINRA in connection with the Offering.

Appears in 1 contract

Samples: Underwriting Agreement (Longwei Petroleum Investment Holding LTD)

Time is Money Join Law Insider Premium to draft better contracts faster.