Deeas definition
Examples of Deeas in a sentence
No employee, officer, director or shareholder of Deeas or a member of his or her immediate family is indebted to Deeas, nor is Deeas indebted (or committed to make loans or extend or guarantee credit) to any of them, other than (i) for payment of salary for services rendered, (ii) reimbursement for reasonable expenses incurred on behalf of Deeas, and (iii) for other employee benefits made generally available to all employees.
After the Registration Statement is filed with the SEC, Deeas shall have the option to raise additional funds upon such terms as determined by the Board of Directors of Deeas, in its sole discretion.
Deeas has not received any notice of any violation thereof, nor is Deeas aware of any valid basis therefore.
Deeas has furnished or made available to GTX and the Selling Shareholders a true and complete copy of each report, schedule, registration statement and proxy statement filed by Deeas with the SEC (collectively, and as such documents have since the time of their filing been amended, the “Deeas SEC Documents”).
Prior to the Closing, Deeas will have effected a stock split on a 20.71 for 1 basis whereby each Deeas Share issued and outstanding prior to the stock split will be equal to 20.71 Deeas Shares after the stock split.
Notwithstanding the location of the Closing, each party agrees that the Closing may be completed by the exchange of undertakings between the respective legal counsel for GTX and Deeas, provided such undertakings are satisfactory to each party’s respective legal counsel.
At Closing, the board of directors of Deeas will consist of five directors, four of whom will be nominated by GTX and one of whom will be nominated by Deeas.
Other than as set out in the Deeas SEC Documents, there are no material contracts, agreements, licenses, permits, arrangements, commitments, instruments, understandings or contracts, whether written or oral, express or implied, contingent, fixed or otherwise, to which Deeas or the Subsidiary is a party.
The representations and warranties of Deeas set forth in this Agreement will be true, correct and complete in all respects as of the Closing Date, as though made on and as of the Closing Date and Deeas will have delivered to GTX a certificate dated as of the Closing Date, to the effect that the representations and warranties made by Deeas in this Agreement are true and correct.
GTX will immediately notify Deeas in accordance with Section 12.6 hereof, if GTX receives any advice or notification from its independent certified public accounts that GTX has used any improper accounting practice that would have the effect of not reflecting or incorrectly reflecting in the books, records, and accounts of GTX, any properties, assets, Liabilities, revenues, or expenses.