Acorn Shares definition
Examples of Acorn Shares in a sentence
Any consent, approval or similar act which ---------------------- requires the act of the "Shareholders" or the "Key Shareholders" is authorized if approved by those Shareholders holding 80% or more of the Acorn Shares before the Closing.
All of the rights of the respective Shareholder hereunder shall inure to, and all of the obligations (including the indemnification obligations under ARTICLE 8) of the respective Shareholder hereunder shall bind, the Shareholder Family LLC, and any permitted assignees thereof, to which a Shareholder Transferred his or her Acorn Shares.
Notwithstanding anything to the contrary ------------------------ herein, certain Shareholders have transferred their Acorn Shares to the limited liability companies listed on the signature page hereof for estate planning purposes (the "Shareholder Family LLC's").
Intek shall have received evidence of the expiration or termination of any and all agreements (other than with Intek) relating in any way to the Acorn Shares or ownership thereof.
This Agreement shall not confer any rights or remedies upon any Person other than the Parties and their respective successors and permitted assigns; provided, however, that (i) the provisions in Section 2 above concerning issuance of the Acorn Shares are intended for the benefit of Lumen Stockholders and (ii) the provisions in Section 5(j) above concerning indemnification are intended for the benefit of the individuals specified therein and their respective legal representatives.
All of the Acorn Shares to be issued in the Merger have been duly authorized and, upon consummation of the Merger, will be validly issued, fully paid, and non-assessable.
Acorn will prepare and file with SEC the S-4 Registration Statement relating to the offering and issuance of the Acorn Shares and preliminary proxy materials under the Securities Exchange Act relating to the Special Acorn Meeting.
None of the representations, warranties, and covenants of the Parties (other than the provisions in Section 2 above concerning issuance of the Acorn Shares, the provisions in Section 5(j) above concerning indemnification will survive the Effective Time.
Notwithstanding anything to the contrary ------------------------- herein, certain Shareholders have transferred their Acorn Shares to the limited liability companies listed on the signature page hereof for estate planning purposes (the "Shareholder Family LLC's").
The entire authorized capital stock of Acorn consists of two hundred fifty million (250,000,000) Acorn Shares, of which 1,372,574 Acorn Shares are issued and outstanding and two million five hundred thousand shares (2,500,000) share of Preferred Stock, par value $0.0001 per share, none of which are issued or outstanding.