Purchaser's Shares Sample Clauses

Purchaser's Shares. The number of Shares of Seller, which are to be delivered by Seller as consideration for the Seller's Assets and Debt assumption.
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Purchaser's Shares. The Purchaser’s Shares will be subject to a restrictive legend and a lock-up agreement with the Purchaser’s underwriter forbidding any transfer or sale by the Seller of the Purchaser Shares for six (6) months until after the IPO. The Purchaser Shares will be held in escrow by the Purchaser until the six-month lock-up period expires and thereafter delivered and/or transferred as directed by Xxxxxx.
Purchaser's Shares. No fractional share of Purchaser's Shares shall be issued to Seller, and, in lieu thereof, Seller shall receive an amount in cash determined by multiplying the Average Value by the fraction of a share otherwise issuable.
Purchaser's Shares. 11 2.4 Payment of Balance of the Purchase Price . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11 ARTICLE 3
Purchaser's Shares. The Purchaser's Shares to be issued to the ------------------ Seller represent authorized but unissued Ordinary Shares of the Purchaser. Upon the delivery of a certificate representing the Purchaser's Shares to the Seller at the Closing pursuant to this Agreement, the Purchaser's Shares shall have been Transferred to the Seller, free and clear of any Liens of any kind.
Purchaser's Shares. 31 5. PRE AND POST CLOSING COVENANTS.......................................32 5.1 CONDUCT OF BUSINESS DURING INTERIM PERIOD.........................32 5.2 ACCESS FOR DUE DILIGENCE..........................................33 5.3 CONSENTS AND AUTHORIZATIONS.......................................34
Purchaser's Shares. The Purchaser represents and warrants that:
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Purchaser's Shares. 11 2.4 Payment of Balance of the Purchase Price................... 11

Related to Purchaser's Shares

  • Purchaser Shares The issuance, transfer, and delivery of the Purchaser Shares hereunder have been duly authorized by all required corporate action on the part of Purchaser, and when issued, transferred, and delivered in accordance with the terms hereof for the consideration expressed herein, will be duly and validly issued, fully paid and non-assessable, free and clear of all Encumbrances.

  • Purchased Shares Subject to the terms and conditions provided below, Seller shall sell and transfer to Buyers and Buyers shall purchase from Seller, on the Closing Date (as defined in Section 1(c)), all of the Shares.

  • Purchase Shares Subject to the terms and conditions hereinafter set forth herein, the Holder is entitled, upon surrender of this Warrant at the principal office of the Company (or at such other place as the Company shall notify the holder hereof in writing), to purchase from the Company up to ( ) fully paid and nonassessable shares of Common Stock, par value $0.0001, of the Company, as constituted on the Warrant Issue Date (the “Common Stock”). The number of shares of Common Stock issuable pursuant to this Section 1 (the “Shares”) shall be subject to adjustment pursuant to Section 9 hereof.

  • Buyer Shares Each Buyer Share issued and outstanding at and as of the Effective Time will remain issued and outstanding.

  • Acquired Shares Any Shares or other voting securities of the Bank with respect to which beneficial ownership is acquired by Shareholder or its affiliates, including, without limitation, by purchase, as a result of a stock dividend, stock split, recapitalization, combination, reclassification, exchange or change of such Shares or upon exercise or conversion of any securities of the Bank, if any, after the date hereof shall automatically become subject to the terms of this Agreement.

  • Sale Shares The Sale Shares have been duly issued, and the Sellers own the Sale Shares free and clear of all Encumbrances.

  • Transferred Shares A Co-Sale Holder shall effect its participation in the co-sale by promptly delivering to the Selling Shareholder for transfer to the prospective purchaser instrument(s) of transfer executed by such Co-Sale Holder and one or more certificates, properly endorsed for transfer, which represent:

  • Reacquired Shares Any shares of Series A Preferred Stock purchased or otherwise acquired by the Corporation in any manner whatsoever shall be retired and cancelled promptly after the acquisition thereof. All such shares shall upon their cancellation become authorized but unissued shares of Preferred Stock and may be reissued as part of a new series of Preferred Stock subject to the conditions and restrictions on issuance set forth herein, in the Certificate of Incorporation, or in any other Certificate of Designations creating a series of Preferred Stock or any similar stock or as otherwise required by law.

  • Initial Shares As used herein, “Initial Shares” means 127,669 shares of the Class, subject to adjustment from time to time pursuant to the provisions of this Warrant.

  • Purchase and Sale of the Purchased Shares On and subject to the terms and conditions set forth in this agreement, at Closing Seller shall sell to Purchaser, and Purchaser shall purchase from Seller, the Purchased Shares, free and clear of all Liens.

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