Examples of JAWS Shares in a sentence
JAWS shall use their best efforts to make available to the Vendors any pertinent information that is possessed by another Person or which is relevant to acquisition and ownership of the Purchaser's Assets or JAWS Shares or the conduct of their business.
The Vendors agree that the Purchaser shall legend the JAWS Shares, unless subject to the Registration Right, as follows: "The securities represented hereby have not been and will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act").
The Vendors acknowledges that the JAWS Shares acquired hereunder may be subject to resale restrictions under applicable securities legislation and policies and hereby agrees that the Vendors will comply with all relevant securities legislation and policies concerning any resale of such securities and will consult with the Vendors's own legal advisors with respect to complying with all applicable restrictions applying to any such resale.
Except for the JAWS Shares and JAWS Warrants set forth on Section 4.6(a) of the JAWS Disclosure Schedules (taking into account, for the avoidance of doubt, any changes or adjustments to the JAWS Shares and the JAWS Warrants as a result of, or to give effect to, the Domestication and assuming that no JAWS Shareholder Redemptions are effected), immediately prior to Closing, there shall be no other outstanding Equity Securities of JAWS.
Except as otherwise provided in this Agreement, the terms and conditions of this Agreement shall inure to the benefit of and be binding upon the respective permitted successors and assigns of the parties (including transferees of any of the JAWS Shares or JAWS Shares issued upon conversion thereof or any other Registrable Securities).
JAWS shall as promptly as reasonably practicable advise the Seller of the time of effectiveness of the Registration Statement / Proxy Statement, the issuance of any stop order relating thereto or the suspension of the qualification of JAWS Shares for offering or sale in any jurisdiction, and JAWS and the Seller shall each use its reasonable best efforts to have any such stop order or suspension lifted, reversed or otherwise terminated.
At the Effective Time, if not optionally converted by its holder immediately prior to the Effective Time, the Company Convertible Note will remain outstanding and convertible into New JAWS Shares in accordance with the terms of such Company Convertible Note.
JAWS shall as promptly as reasonably practicable advise the Company of the time of effectiveness of the Registration Statement / Proxy Statement, the issuance of any stop order relating thereto or the suspension of the qualification of JAWS Shares for offering or sale in any jurisdiction, and JAWS and the Company shall each use its reasonable best efforts to have any such stop order or suspension lifted, reversed or otherwise terminated.
The Rollover Options corresponding to the Unvested Company Options shall, for the avoidance of doubt, be deemed to have been granted pursuant to the New JAWS Equity Incentive Plan and shall reduce the number of New JAWS Shares reserved for grant thereunder.
Transfer has been duly appointed as the transfer agent and registrar for all of the outstanding JAWS Shares.