Director Warrants definition
Examples of Director Warrants in a sentence
The Purchaser understands and acknowledges that the purchase of Common Stock on exercise of the Founding Director Warrants may require the registration of such Common Stock under Federal and/or state securities laws or the availability of an exemption from such registration requirements.
The Company shall have obtained the consent of its Board of Directors authorizing the execution, delivery and performance of this Agreement and the issuance and sale of the Founding Director Warrants hereunder.
Each Purchaser has engaged in the transactions contemplated by this Agreement within a state in which the offer and sale of the Founding Director Warrants is permitted under applicable securities laws.
Should any of the Purchasers transfer or sell Founding Director Warrants to persons other than Permitted Transferees after the Company has completed a Business Combination, then such Founding Director Warrants shall on the date of such transfer immediately become redeemable under the same terms as the Unit Warrants.
Each Purchaser shall purchase that number of the Founding Director Warrants as is set forth opposite his name in the table contained in Exhibit A hereto.
Notwithstanding the foregoing, each Purchaser also understands and acknowledges that the transfer or exercise of the Founding Director Warrants is subject to the specific conditions to such transfer or exercise as outlined herein, as to which each Purchaser specifically assents by his execution hereof.
Each of the Purchasers acknowledges and agrees that this waiver is being made in order to induce the Company to sell the Founding Director Warrants to the Purchasers.
In this regard, if the Offering of the Units were deemed to be a general solicitation with respect to the Founding Director Warrants, the offer and sale of such Founding Director Warrants may not be exempt from registration and, if not, the Purchasers may have a right to rescind their purchases of the Founding Director Warrants.
By virtue of the Purchasers purchasing the Founding Director Warrants under this Agreement, such participation shall not be construed so as to make any of the Purchasers part of, or a participant in, a “group” as defined in Rule 13d-5 of the Exchange Act with respect to any securities of the Company.
In order to facilitate the completion of the Offering and in order to protect the Company, its stockholders and the Trust Account from claims that may adversely affect the Company or the interests of its stockholders, each of the Purchasers hereby agrees to waive, to the maximum extent permitted by applicable law, any claims, right to ▇▇▇ or rights in law or arbitration, as the case may be, to seek rescission of his purchase of the Founding Director Warrants.