Examples of Xxxx Designees in a sentence
The Company, the Insiders and the Xxxx Designees have entered into a registration rights agreement (“Registration Rights Agreement”) substantially in the form annexed as an exhibit to the Registration Statement, whereby such parties will be entitled to certain registration rights with respect to their securities, as set forth in such Registration Rights Agreement and described more fully in the Registration Statement.
To the extent that the Over-allotment Option is not exercised by the Underwriters in full or in part, up to 375,000 of the Founder Shares shall be forfeited in an amount necessary to maintain the collective 20% ownership interest in the Common Stock of the Insiders and Xxxx Designees after giving effect to the Offering and exercise, if any, of the Underwriters’ Over-allotment Option (excluding any shares purchased in the Offering by the Insiders and Xxxx Designees and the Private Shares (defined below)).
Pursuant to the Subscription Agreements, the Insiders and Xxxx Designees have waived any and all rights and claims they may have to any proceeds, and any interest thereon, held in the Trust Account in respect of the Private Units in the event that a Business Combination is not consummated and the Trust Account is liquidated in accordance with the terms of the Trust Agreement.
The Insiders and Xxxx Designees shall not have conversion rights with respect to the Founder Shares nor shall they be entitled to sell such Founder Shares to the Company in any tender offer in connection with a proposed Business Combination.
The Xxxx Designees shall also be nominated by the board of directors of the Surviving Corporation to stand for election at the next subsequent annual meeting of Surviving Corporation’s stockholders.
The Insiders and Xxxx Designees have executed and delivered subscription agreements, the form of which is annexed as an exhibit to the Registration Statement (the “Subscription Agreements”), pursuant to which the Insiders and Xxxx Designees have agreed, among other things, that they and/or their designees will purchase on the Closing Date the Private Units in the Private Placement.
Such person or persons (each a "Xxxx Designee") shall be designated in a writing signed by the holders of a majority of the shares held by the Xxxx Group, or, in the event that no such Xxxx Designee shall be so designated, shall be the Xxxx Designee or Xxxx Designees then serving on the Board.
Upon the Effective Date, or as soon as practicable thereafter, the Board shall adopt resolutions to expand the number of members of the Board from six directors to eight directors and to appoint the Xxxx Designees to fill the two newly created board seats.
Xxxx Xxxx, Xxxxxxx Xxxxxxxx, Xxxxx Xxxxxxxxx and Xxxxx Xxxx, and (ii) three members shall be designees of Xxxx and shall include the Chief Executive Officer of the Company (the "Xxxx Designees"), who shall initially be Messrs.
The Xxxx Designees shall be responsible for any breach of this Agreement by any of their Representatives.