Common use of Terms and Conditions of the Merger Clause in Contracts

Terms and Conditions of the Merger. (a) The terms and conditions of the Merger, including the manner and basis of converting shares in each Constituent Company into shares in the Surviving Company or other property as provided in section 233(5) of the Companies Act (including into PubCo Ordinary Shares), are set out in the Business Combination Agreement. (b) PubCo undertakes and agrees (it being acknowledged that PubCo will be the sole shareholder of the Surviving Company after the Merger) in consideration of the Merger to issue the Initial Merger Consideration (as defined in the Business Combination Agreement) in accordance with the terms of the Business Combination Agreement. (c) At the Effective Time, the rights and restrictions attaching to the shares in the Surviving Company are set out in the Restated M&A.

Appears in 1 contract

Samples: Business Combination Agreement (Prenetics Global LTD)

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Terms and Conditions of the Merger. ​ (a) The terms and conditions of the Merger, including the manner and basis of converting shares in each Constituent Company into shares in the Surviving Company or other property as provided in section 233(5) of the Companies Act (Act, including into PubCo Ordinary Shares), are set out in the Business Combination Agreement.. ​ (b) PubCo undertakes and agrees (it being acknowledged that PubCo will be the sole shareholder of the Surviving Company after the Merger) in consideration of the Merger to issue the Initial Merger Consideration (as defined in the Business Combination Agreement) in accordance with the terms of the Business Combination Agreement. (c) At the Effective Time, the rights and restrictions attaching to the shares in the Surviving Company are as set out in the Restated Existing M&A.

Appears in 1 contract

Samples: Business Combination Agreement (Leibovitch Yoav)

Terms and Conditions of the Merger. (a) The terms and conditions of the Merger, including the manner and basis of converting shares in each Constituent Company into shares in the Surviving Company or other property as provided in section 233(5) of the Companies Act (Act, including into PubCo Ordinary Shares), are set out in the Business Combination Agreement. (b) PubCo undertakes and agrees (it being acknowledged that PubCo will be the sole shareholder of the Surviving Company after the Merger) in consideration of the Merger to issue the Initial Merger Consideration (as defined in the Business Combination Agreement) in accordance with the terms of the Business Combination Agreement. (c) At the Effective Time, the rights and restrictions attaching to the shares in the Surviving Company are as set out in the Restated Existing M&A.

Appears in 1 contract

Samples: Business Combination Agreement (Endurance Acquisition Corp.)

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Terms and Conditions of the Merger. (a) The terms and conditions of the Merger, including the manner and basis of converting shares in each Constituent Company into shares in the Surviving Company or other property as provided in section 233(5) of the Companies Act (including into PubCo Ordinary Shares), are set out in the Business Combination Agreement. (b) PubCo undertakes and agrees (it being acknowledged that PubCo will be the sole shareholder of the Surviving Company after the Merger) in consideration of the Merger to issue the Initial Acquisition Merger Consideration (as defined in the Business Combination Agreement) in accordance with the terms of the Business Combination Agreement. (c) At the Effective Time, the rights and restrictions attaching to the shares in the Surviving Company are set out in the Restated M&A.

Appears in 1 contract

Samples: Business Combination Agreement (Prenetics Global LTD)

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