Bedowitz definition
Examples of Bedowitz in a sentence
Bedowitz understands that the Bedowitz Option Shares to be issued and delivered to Bedowitz upon the exercise of the Bedowitz Option will not be the subject of a registration statement under the Securities Act but will be issued in reliance upon the exemption afforded by Section 4(2) of the Securities Act and/or Regulation D promulgated by the Commission thereunder ("Regulation D").
Each certificate representing Bedowitz Option Shares issued to Bedowitz shall bear the following legend (the "Legend"): THE SHARES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN THE SUBJECT OF A REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), AND ARE "RESTRICTED SECURITIES" AS THAT TERM IS DEFINED IN RULE 144 OF THE ACT.
The Bedowitz Option Purchase Price, by certified funds or check payable to the order of TTI Industries, Inc.
Seller shall issue the Seller's Shares enumerated in such notice as exercised by Bedowitz, to Bedowitz no later than forty- eight (48) hours after receipt of the Bedowitz Exercise Notice.
The total purchase price (the "Bedowitz Option Purchase Price") for the Bedowitz Option shall be Forty Thousand Dollars ($40,000.00), payable by Bedowitz by certified funds or by wire transfer, payable to TTI Industries, Inc.
Sellers hereby agree that, in undertaking and performing the actions contemplated by this Agreement, Purchaser and/or Bedowitz shall not be deemed to have violated or breached any provision of any agreement between or among the parties hereto prohibiting or restricting Purchaser and/or Bedowitz from hiring any former employee or independent contractor of any Seller.
Bedowitz understands that the Bedowitz Option Shares have not been registered under the Securities Act or any state securities laws by reason of specific exemptions under the provisions thereof which depend in part upon the investment intent of Bedowitz and of the other representations made by Bedowitz in this Agreement.
On the terms and subject to the conditions herein expressed and based on the representations, warranties, covenants and agreements contained herein, at the Closing, Seller shall sell, transfer and assign to Bedowitz an option to purchase 165,000 shares of Seller's Shares ("Bedowitz Option Shares") at an exercise price to Bedowitz (the "Bedowitz Option Exercise Price") of $.01 per share.
Within thirty (30) days after the Closing of the Bedowitz Option, Seller shall file all delinquent filings with the Commission.
Seller covenants and warrants that, upon the issuance of the Bedowitz Option Shares, it will remain current with all Commission filings.