Partnering Transaction means any merger, capital stock exchange, asset acquisition, stock purchase, reorganization or other similar partnering transaction with one or more businesses, involving the Company.
Partnering Transaction means a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar partnering transaction, involving the Company and one or more businesses; (ii) “Capital Stock” shall mean, collectively, the Class A Common Stock, the Performance Shares and the Founder Shares; (iii) “Performance Shares” shall mean the 120,000 shares of the Company’s Class B common stock, par value $0.0001 per share, initially issued to the Sponsor for an aggregate purchase price of $18,750, or approximately $0.156 per share, prior to the consummation of the Public Offering, (iv) “Founder Shares” shall mean the 828,000 shares of the Company’s Class F common stock, par value $0.0001 per share, initially issued to the Sponsor (up to 108,000 shares of which are subject to complete or partial forfeiture by the Sponsor if the over-allotment option is not exercised by the Underwriter) for an aggregate purchase price of $6,250, or approximately $0.01 per share, prior to the consummation of the Public Offering; (v) “Initial Stockholders” shall mean the Sponsor and any Insider that holds Founder Shares or Performance Shares; (vi) “Private Placement CAPS™” shall mean the 224,000 CAPS™ (or 245,600 CAPS™ if the over-allotment option is exercised in full) that the Sponsor has agreed to purchase for an aggregate purchase price of $5,600,000 (or $6,140,000) if the over-allotment option is exercised in full), or $25.00 per CAPS™, in a private placement that shall occur simultaneously with the consummation of the Public Offering; (vii) “Private Placement Shares” shall mean shares of Class A Common Stock underlying the Private Placement CAPS™ , (viii) “Private Placement Warrants” shall mean Warrants underlying the Private Placement CAPS™, (ix) “Public Stockholders” shall mean the holders of securities issued in the Public Offering; (x) “Trust Account” shall mean the trust fund into which a portion of the net proceeds of the Public Offering and certain of the proceeds from
Partnering Transaction means a license, collaboration agreement, strategic partnering agreement or a similar agreement between Codiak and a Third Party pursuant to which Codiak grants such Third Party the right to participate (on other than a fee-for-service basis or otherwise on a basis that is for the benefit of Codiak) in the development and commercialization of a Licensed Product.
Examples of Partnering Transaction in a sentence
The Company shall notify you at least seventy-two (72) hours in advance of the actual date of the consummation of the Partnering Transaction (the “Consummation Date”).
Accordingly, Indemnitee acknowledges and agrees that any indemnification provided hereto will only be able to be satisfied by the Company if (i) the Company has sufficient funds outside of the trust account to satisfy its obligations hereunder or (ii) the Company consummates a Partnering Transaction.
Other than fees payable to the underwriters of the IPO or any other investment bank or financial advisor who assists the Company in sourcing targets for a Partnering Transaction, which fees shall be the responsibility of the Company, each party represents that it neither is nor will be obligated for any finder’s fee or commission in connection with this transaction.
Payee understands that if a Partnering Transaction is not consummated, this Note will not be repaid and all amounts owed hereunder will be forgiven except to the extent that the Maker has funds available to it outside of its trust account established in connection with its initial public offering.
The Conversion Shares shall be delivered to the holders of shares of Class B Common Stock within 10 days following the last day of each of the first twelve fiscal years (whether partial or full) of the Corporation following the consummation of the Partnering Transaction and the converted shares of Class B Common Stock shall be cancelled for no additional consideration.
More Definitions of Partnering Transaction
Partnering Transaction has the meaning assigned to such term in the Certificate of Incorporation.
Partnering Transaction means any transaction with a Partner resulting in an Out-License.
Partnering Transaction means a merger, share exchange, asset acquisition, share purchase, reorganisation or similar business combination involving the Company, with one or more businesses or entities (the "target business"), which Partnering Transaction: (a) as long as the securities of the Company are listed on the New York Stock Exchange, must occur with one or more target businesses that together have an aggregate fair market value of at least 80 per cent of the assets held in the Trust Account (excluding the taxes payable on the income earned on the Trust Account) at the time of the signing of the definitive agreement to enter into such Partnering Transaction; and (b) must not be solely effectuated with another blank cheque company or a similar company with nominal operations.
Partnering Transaction means a merger, share capital exchange, asset acquisition, share purchase, reorganization or similar partnering transaction, involving the Company and one or more businesses; (ii) “share capital” shall mean, collectively, the Class A Ordinary Shares, the Performance Shares and the Founder Shares; (iii) “Performance Shares” shall mean the 120,000 shares of the Company’s Class B ordinary shares, par value $0.0001 per share, initially issued to an affiliate of the Sponsor on January 9, 2021 for an aggregate purchase price of $18,750, or approximately $0.075 per share and the 130,000 Performance Shares issued to such affiliate in exchange for 130,000 Founder Shares (as defined below) on a one-for-one basis on January 21, 2020, all of which were transferred to the Sponsor on January 28, 2021 such that the Sponsor possessed 250,000 Performance Shares immediately prior to the consummation of the Public Offering, (iv) “Founder Shares” shall mean the 2,300,00 shares of the Company’s Class F ordinary shares, par value $0.0001 per share, initially issued to an affiliate of the Sponsor on January 9, 2021 for an aggregate purchase price of $6,250, or approximately $0.0031 per share, (x) 130,000 of which were exchanged for Performance Shares on a one-for-one basis for Performance Shares, (y) 157,000 were surrendered on January 21, 2021, and the remaining Founder Shares were transferred to the Sponsor on January 28, 2021 and (z) on April 30, 2021, our Sponsor surrendered 575,00 Founder Shares for no consideration, such that the Sponsor possessed 1,437,500 Founder Shares (up to 187,500 shares of which are subject to complete or partial forfeiture by the Sponsor if the over-allotment option is not exercised by the Underwriters) immediately prior to the consummation of the Public Offering; (v) “Initial Shareholders” shall mean the Sponsor and any Insider that holds Founder Shares or Performance Shares; (vi) “Private Placement Warrants” shall mean the 5,000,000 Warrants (or 5,500,000 Warrants if the over-allotment option is exercised in full) that the Sponsor has agreed to purchase for an aggregate purchase price of $7,500,000 (or $8,250,000 if the over-allotment option is exercised in full), or $10.00 per Unit, in a private placement that shall occur simultaneously with the consummation of the Public Offering; (vii) “Private Placement Shares” shall mean Class A Ordinary Shares underlying the Private Placement Warrants (viii) “Public Shareholders” shall mean the holders of s...
Partnering Transaction means, with respect to the PRODUCT, that OSI grants to a SUBLICENSEE a sublicense under the LICENSES to offer for sale, sell and/or otherwise market, promote, distribute or commercialize the PRODUCT in all or part of the TERRITORY or otherwise grants a THIRD PARTY any right(s) to market, promote, distribute, offer for sale and/or sell the PRODUCT.
Partnering Transaction means an agreement providing a Third Party with the right, among other things, to promote, sell and supply T5000 Systems and/or Ibis Consumables in the European/Middle East Territory other than an agreement relating solely to IVD Use.
Partnering Transaction means a transaction pursuant to which (i) COMPANY grants to a THIRD PARTY a sublicense under any or all of COMPANY’s license rights to the NEKTAR AL LICENSED TECHNOLOGY pursuant to Section 2.1 or the ENZON PATENTS pursuant to Section 2.2, or (ii) COMPANY or its AFFILIATES grant to a THIRD PARTY any rights to distribute, promote, market, or sell the SELECTED PRODUCT. For the purposes of clarity, PARTNERING TRANSACTION shall not include a sale of substantially all of the business or assets of COMPANY (whether by merger, sale of stock, sale of assets or otherwise) to which this AGREEMENT pertains.