Additional Consideration Shares definition
Examples of Additional Consideration Shares in a sentence
Parent covenants and agrees that following the Closing, it will submit to its shareholders, as quickly as possible, the matter of the issuance of the Additional Consideration Shares for approval and will use its best efforts to obtain such approval.
In the event Purchaser shall fail to raise the Balance Amount the number of the Additional Consideration Shares shall increase, as follows: (a) the number of the Additional Consideration Shares multiplied by (b) US$ 55,000,000 and divided by (c) the Closing Amount.
In the event that the Parent shall have the right to offset a Loss in accordance with the above paragraph, and such Loss shall be offset from the Additional Consideration Shares, the price per each of the Additional Consideration Shares to be offset shall be measured in accordance with a value of $0.511 per share (the "Average Closing Price").
The Company has shall reserved a sufficient number of shares for issuance of the Additional Consideration Shares, free and clear of all encumbrances and restrictions, except for restrictions on transfer set forth in the Transaction Documents or imposed by applicable securities laws.
The Debenture and the Additional Consideration Shares have been duly and validly authorized and, when issued and paid for pursuant to this Agreement, will be validly issued, fully paid and nonassessable, and shall be free and clear of all encumbrances and restrictions (other than those created by the Investor), except for restrictions on transfer set forth in the Transaction Documents or imposed by applicable securities laws.