APCI Shares definition
Examples of APCI Shares in a sentence
Up until the Closing Date, the Selling Shareholders shall insure that APCI's operations shall be conducted only in the usual and ordinary course, and that no change will be made to such operations which might adversely affect the value of the APCI Shares to be transferred to the Buyer.
In the event the sale of APCI Shares is consummated, then each of the Selling Shareholders agrees to such sale and waives, surrenders, and agrees not to exercise any rights which such Selling Shareholders might have to purchase any APCI Shares or have APCI redeem any APCI Shares.
The closing of the delivery and transfer of the APCI Shares (the "Closing") shall occur on a date ("Closing Date") to be mutually agreed upon by the Selling Shareholders and the Buyer after exchange of all books, records, financial information, documents, and other materials reasonably deemed necessary to completion of the transaction contemplated under this Agreement.
In addition to the conveyance and delivery of the APCI Shares, the Selling Shareholders shall have taken all action necessary to deliver all of APCI's corporate books and records, including but not limited to its files, documents, papers, agreements, formulas, books of account, and records pertaining to its business, and evidence of compliance with the Texas Corporations Code with respect to its securities, if required and requested by the Buyer's counsel.
Upon the terms and subject to the conditions of this Agreement, on the Closing Date, as defined in Paragraph 3.1, the Selling Shareholders agree to sell and transfer the APCI Shares to the Buyer and the Buyer agrees to purchase the APCI Shares for the consideration set forth in this Agreement.
APCI has not agreed to pay any brokerage fees, finder's fees, or other fees or commissions with respect to the transactions contemplated in this Agreement which could give rise to a claim against the Shares, the APCI Shares, or any portion thereof.
The Selling Shareholders shall have taken all action necessary to transfer the APCI Shares to the Buyer pursuant to this Agreement.
The Buyer has not agreed to pay any brokerage fees, finder's fees, or other fees or commissions with respect to the transactions contemplated in this Agreement which could give rise to a claim against the Shares, the APCI Shares, or any portion thereof.
In the event one or more of the Selling Shareholders listed on the signature page hereof are unable to deliver any of the APCI Shares, the aggregate number of shares shall be decreased by the percentage of APCI Shares which cannot be delivered at Closing.
The Buyer and the Selling Shareholders understand that this Agreement requires approval and participation by a majority of the Selling Shareholders holding at least 80% of the APCI Shares, and thus that all rights and obligations hereunder are subject to securing such approval.