FORM OF SELECTED DEALERS AGREEMENTBroker Dealer Agreement |
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ECHO HEALTHCARE ACQUISITION CORP. | Morgan Joseph & Co. Inc. RealDealDocs™ contains millions of easily searchable legal documents and clauses from top law firms. Search for free - click here. |
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FORM OF SELECTED DEALERS AGREEMENT
Dear Sirs:
1. Registration under the Securities Act of 1933, as amended ("Act"), of the 6,250,000 units of Echo Healthcare Acquisition Corp. ("Company"), plus the over-allotment option available to the Underwriters (as defined below) to purchase up to an additional 937,500 units, as more fully described in the Preliminary Prospectus, dated ___________, 2006, and in the final prospectus ("Prospectus") which will be forwarded to you and will become effective in the near future. Morgan Joseph & Co. Inc., the representative ("Representative") of the Underwriters named in the Prospectus ("Underwriters"), is offering certain of the units for purchase by a selected group of dealers ("Selected Dealers") on the terms and conditions stated herein.
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Authorized Public Offering Price: |
$8.00 per unit. |
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Dealers' Selling Concession: |
Not to exceed $0.20 per unit payable upon termination of this Agreement, except as provided below. We reserve the right not to pay such concession on any of the units purchased by any of the Selected Dealers from us and repurchased by us at or below the price stated above prior to such termination. |
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Delivery and Payment: |
Delivery of the units shall be made on or about ___________, 2006 or such later date as we may advise on not less than one day's notice to you, at the office of Morgan Joseph & Co. Inc., 600 Fifth Avenue, 19th Floor, New York, New York 10020 or at such other place as we shall specify on not less than one notice to you. Payment for the units is to be made, against delivery, at the authorized public offering price stated above, or, if we shall so advise you, at the authorized public offering price less the dealers’ selling concession stated above, by a certified or official bank check in New York Clearing House Funds payable to the order of Morgan Joseph & Co. Inc. |
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Termination: |
This Agreement shall terminate at the close of business on the 45th day following the effective date of the Registration Statement (of which the enclosed Prospectus forms a part), unless extended at our discretion for a period or periods not to exceed in the aggregate 30 additional days. We may terminate this Agreement, whether or not extended, at any time without notice. |
2. Any of the units purchased by you hereunder are to be offered by you to the public at the public offering price, except as herein otherwise provided.
3. You, by becoming a member of the Selected Dealers, agree (a) upon effectiveness of the Registration Statement and your receipt of the Prospectus, to take up and pay for the number of units allotted and confirmed to you, (b) not to use any of the units to reduce or cover any short position you may have and (c) to make available a copy of the Prospectus to all persons who on your behalf will solicit orders for the units prior to the making of such solicitations by such persons. You are not authorized to give any information or to make any representations other than those contained in the Prospectus or any supplements or amendments thereto.
4. As contemplated by Rule 15c2-8 under the Securities Exchange Act of 1934, as amended, we agree to mail a copy of the Prospectus to any person making a written request therefor during the period referred to in the rules and regulations adopted under such Act, the mailing to be made to the address given in the request. You confirm that you have delivered all preliminary prospectuses and revised preliminary prospectuses, if any, required to be delivered under the provisions of Rule 15c2-8 and agree to deliver all copies of the Prospectus required to be delivered thereunder. We have heretofore delivered to you such preliminary prospectuses as have been required by you, receipt
