Assignment of Shares. Seller hereby assigns 15,000 Shares to the Buyer. The Buyer has paid to the Seller Sixty-Five Dollars ($65.00) (the “Purchase Price”), in consideration of the assignment of the Shares. Notwithstanding the foregoing, in the event that the Company determines for any reason not to nominate, elect or appoint the Buyer as a member of the board of directors of the Company, or if the Buyer otherwise does not become a member of the board of directors of the Company for any reason, on or prior to the closing of the underwritten public offering of the Company’s securities (the “Public Offering”), the Buyer shall automatically forfeit all of the Shares held by the Buyer, which shall automatically be assigned and returned to the Seller, and the Seller shall promptly return the Purchase Price to the Buyer.
Assignment of Shares. Seller hereby assigns 17,250 Shares to each of the Buyers, of which an aggregate of 9,000 Shares shall be subject to forfeiture by the Buyers on a pro rata basis to the extent the underwriters’ over-allotment option (as described in the Company’s registration statement on Form S-1, as amended (File Number 333-189498) (the “Registration Statement”), under the Securities Act of 1933, as amended (the “Act”), relating to an underwritten public offering by the Company (the “Public Offering”)) is not exercised in full. The Buyers have paid to the Seller an aggregate amount of Four Hundred Dollars ($400.00) (the “Purchase Price”), in consideration of the assignment of the Shares. Twenty Five Percent (25%) of the shares of Common Stock (the “Founder Earnout Shares”) assigned hereby will be subject to forfeiture by the Buyers on the fifth anniversary of the Company’s initial business combination unless following the Company’s initial business combination the last sale price of the Company’s Common Stock equals or exceeds $13.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period or the company completes a liquidation, merger, stock exchange or other similar transaction that results in all of its stockholders having the right to exchange their shares of common stock for consideration in cash, securities or other property which equals or exceeds $13.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like).
Assignment of Shares. Seller hereby assigns 20,000 Class B Shares to each of the Buyers (collectively, the “Shares”) for a total of 60,000 Class B Shares. Each Buyer has paid to the Seller an aggregate amount of One Hundred Ninety Eight Dollars ($198), for an aggregate purchase price of Five Hundred Ninety Four Dollars ($594) (the “Purchase Price”), in consideration of the assignment of the Shares.
Assignment of Shares. All or any portion of Shares purchased pursuant to this Agreement may be sold, assigned or pledged by Purchaser, subject to compliance with applicable securities laws and the restrictions on transfer set forth in the Investor's Rights Agreement. The Conversion Shares may be sold, assigned or pledged by Purchaser, subject to compliance with applicable securities laws and the Investor's Rights Agreement.
Assignment of Shares. The Contributor hereby assigns and surrenders to the Company for cancellation 32,764 shares of Common Stock. After giving effect to the cancellation of such shares of Common Stock, the Contributor acknowledges that he holds 71,404 shares of Common Stock.
Assignment of Shares. Seller hereby assigns 30,000 Shares to the Buyer, of which an aggregate of 3,913 Shares shall be subject to forfeiture by the Buyer on a pro rata basis to the extent the underwriter’s over-allotment option (as described in the Company’s registration statement on Form S-1, as may be amended (the “Registration Statement”), under the Securities Act of 1933, as amended (the “Act”), relating to an underwritten public offering by the Company (the “Public Offering”)) is not exercised in full. The Buyer has paid to the Seller an aggregate amount of One Hundred Four Dollars ($104) (the “Purchase Price”), in consideration of the assignment of the Shares. Notwithstanding the foregoing, in the event that the Company determines for any reason not to nominate, elect or appoint the Buyer as a member of the board of directors of the Company, or if the Buyer otherwise does not become a member of the board of directors of the Company for any reason, on or prior to the closing of the Public Offering, the Buyer shall automatically forfeit all of the Shares held by the Buyer, which shall automatically be assigned and returned to the Seller, and the Seller shall promptly return the Purchase Price to the Buyer.
Assignment of Shares. Seller hereby assigns 15,000 Shares to each of the Buyers. Each Buyer has paid to the Seller an aggregate amount of Sixty Five Dollars ($65), for an aggregate purchase price of Two Hundred Sixty Dollars ($260) (the “Purchase Price”), in consideration of the assignment of the Shares. Notwithstanding the foregoing, in the event that the Company determines for any reason not to nominate, elect or appoint any Buyer as a member of the board of directors of the Company, or if any Buyer otherwise does not become a member of the board of directors of the Company for any reason, on or prior to the closing of the Public Offering, such Buyer shall automatically forfeit all of the Shares held by such Buyer, which shall automatically be assigned and returned to the Seller, and the Seller shall promptly return the applicable portion of the Purchase Price to such Buyer.
Assignment of Shares. The beneficial interest in any Shares ---------------------- deposited hereunder may be transferred by a separate instrument of assignment, which shall refer to the provisions of this Agreement. Upon delivery of a copy of such assignment to the Trustee, the assignee shall be deemed the beneficial owner of such Shares for all purposes of this Agreement
Assignment of Shares. Seller hereby assigns 22,088 Shares to each Buyer, of which 2,766 Shares shall be subject to forfeiture by each such Buyer to the extent the underwriters’ over-allotment option (as described in the Company’s registration statement on Form S-1, as amended (File Number 333-172267) (the “Registration Statement”), under the Securities Act of 1933, as amended (the “Act”), relating to an underwritten public offering by the Company (the “Offering ”)) is not exercised in full. In addition, a portion of the Shares held by each Buyer, in an amount equal to 4% of the Company’s issued and outstanding shares immediately after the Offering (the “Buyer Earnout Shares”), shall be subject to forfeiture by each Buyer in the event that the last sales price of the Company’s stock does not equal or exceed $13.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period within 36 months following the closing of the Company’s initial business combination (as described in the Registration Statement). The Buyers have paid to the Seller an aggregate amount of Two Hundred Fifty Dollars ($250) (the “Purchase Price”), in consideration of the assignment of the Shares.
Assignment of Shares. Seller hereby assigns and surrenders to the Company for cancellation 4,107 shares of Common Stock. After giving effect to the cancellation of such shares of Common Stock, Seller acknowledges that it holds 12,321 shares of Common Stock. Seller further acknowledges that he shall return to the Company for cancellation, at no cost to Seller, (i) 4,107 shares of Common Stock held by Seller to the extent the underwriters’ over-allotment (as described in the Registration Statement) is not exercised in full and (ii) a number of shares of Common Stock equal to 0.0125% of the Company’s issued and outstanding shares of Common Stock immediately after the initial public offering of units in the event that the last sales price of the Common Stock does not equal or exceed $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period within 24 months following the closing of the Company’s initial business combination (as described in the Registration Statement). Seller hereby acknowledges and agrees that, to the extent the immediately foregoing sentence conflicts with Section 1 (except with regard to the assignment of shares to Seller) and the fifth sentence of Section 3 of the Securities Assignment Agreement, the immediately foregoing sentence shall control and the aforementioned provisions of the Securities Assignment Agreement shall have no further force or effect.
