Common use of No Contemplation of a Business Combination Clause in Contracts

No Contemplation of a Business Combination. Prior to the date hereof, no Company Affiliate (as hereinafter defined) has, and as of the Closing, the Company and such Company Affiliates will not have: (a) had any specific Business Transaction under consideration or contemplation; (b) directly or indirectly, contacted any potential operating assets, business or businesses which the Company may seek to consummate a Business Transaction (each, a “Target Business”) or any owner, officer, director, manager, agent or representative thereof or had any substantive discussions, formal or otherwise, with respect to effecting any potential Business Transaction with the Company or taken any measure, directly or indirectly to locate a Target Business; or (c) engaged or retained any agent or other representative to identify or locate any Target Business for the Company.

Appears in 2 contracts

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

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No Contemplation of a Business Combination. Prior to the date hereof, no Company Affiliate (as hereinafter defineddefined in Section 2.17.3) has, and as of the Closing, the Company and such Company Affiliates will not have: (a) had any specific Business Transaction Combination under consideration or contemplationconsideration; (b) directly or indirectly, contacted any potential operating assets, prospective target business or businesses which the Company may seek to consummate a Business Transaction acquire (each, a “Target Business”) or had any ownersubstantive discussions, officerformal or otherwise, director, manager, agent or representative thereof or with respect to a Business Combination and our officers and directors have not had any substantive discussions, formal or otherwise, with respect to effecting any potential Business Transaction Combination with the Company or taken any measure, directly or indirectly to locate a Target Business; or (c) engaged or retained any agent or other representative to identify or locate any Target Business for the Company.

Appears in 2 contracts

Samples: Underwriting Agreement (Matlin & Partners Acquisition Corp), Underwriting Agreement (Matlin & Partners Acquisition Corp)

No Contemplation of a Business Combination. Prior to the date hereof, no Company Affiliate (as hereinafter defineddefined in Section 2.17.3) has, and as of the ClosingClosing Date, the Company and such Company Affiliates will not have: (a) had any specific Business Transaction Combination under consideration or contemplation; (b) directly or indirectly, contacted any potential operating assets, business or businesses which that the Company may seek to consummate a Business Transaction Combination with (each, a “Target Business”) or any owner, officer, director, manager, agent or representative thereof or had any substantive discussions, formal or otherwise, with respect to effecting any potential Business Transaction Combination with the Company or taken any measure, directly or indirectly to locate a Target Business; or (c) engaged or retained any agent or other representative to identify or locate any Target Business for the Company.

Appears in 1 contract

Samples: Underwriting Agreement (FinTech Acquisition Corp)

No Contemplation of a Business Combination. Prior to the date hereof, no Company Affiliate (as hereinafter defined) has, and as of the Closing, the Company and such Company Affiliates will not have: (a) had any specific Business Transaction Combination under consideration or contemplation; (b) directly or indirectly, contacted on the Company’s behalf any potential operating assets, business or businesses which the Company may seek to consummate a Business Transaction acquire (each, a “Target Business”) or any owner, officer, director, manager, agent or representative thereof or had any substantive discussions, formal or otherwise, with respect to effecting any potential Business Transaction Combination with the Company or taken any measure, directly or indirectly to locate a Target Business; or (c) engaged or retained any agent or other representative to identify or locate any Target Business for the Company.

Appears in 1 contract

Samples: Underwriting Agreement (Hf2 Financial Management Inc.)

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No Contemplation of a Business Combination. Prior to the date hereof, no Company Affiliate (as hereinafter defined) has, and as of the Closing, the Company and such Company Affiliates will not have: (a) had any specific Business Transaction under consideration or contemplation; (b) directly or indirectly, contacted any potential operating assets, business or businesses which the Company may seek seeks to consummate a Business Transaction (each, a “Target Business”) or any owner, officer, director, manager, agent or representative thereof or had any substantive discussions, formal or otherwise, with respect to effecting any potential Business Transaction with the Company or taken any measure, directly or indirectly to locate a Target Business; or (c) engaged or retained any agent or other representative to identify or locate any Target Business for the Company.

Appears in 1 contract

Samples: Underwriting Agreement (Empeiria Acquisition Corp)

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