Buyer Rights definition

Buyer Rights means the preferred stock purchase rights issued pursuant to the Buyer Rights Agreement.
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Buyer Rights issued pursuant to a Rights Agreement, dated as of June 4, 1997, between Buyer and American Stock Transfer & Trust Company, presently associated with each share of Buyer's Common Stock; and (iv) shares issuable to former shareholders of corporations previously acquired by Buyer pursuant to the agreements governing such acquisitions.
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Buyer Rights shall have the meaning set forth in Section 5.10.
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Examples of Buyer Rights in a sentence

  • Before conducting the Audit, the Accountant must execute a reasonable confidentiality agreement with the Buyer and, if applicable, the relevant Buyer Rights Group member.

  • Execution of this Agreement and consummation of the Merger and the other transactions contemplated by this Agreement will not result in the grant of any rights to any Person under the Buyer Rights Agreement (other than as contemplated by Section 3.1) or enable or require the Buyer Rights to be exercised, distributed or triggered.

  • Subject to the terms and conditions of this Agreement, Buyer shall make each applicable payment (each a “Milestone Payment”) set forth in Section 1.11(a)(i), Section 1.11(a)(ii) or Section 1.11(a)(iii) to the Seller promptly (and in any event no later than [**]) after the achievement by any member of the Buyer Rights Group of the relevant event listed under Sections 1.11(a)(i), Section 1.11(a)(ii) or Section 1.11(a)(iii), respectively (each, a “Milestone Event”).

  • In the first stage, we use a probit framework to model the choice of Urban Agglomerate versus Non-Urban Agglomerate and the choice of Urban versus Non-Urban location in two separate probit regressions, using as an instrument the proportion of females that are 65 years or older in a firm’s MSA.20 We include in the first stage regressions all of the exogenous variables from the second-stage regression.

  • Buyer shall not unreasonably withhold consent to incorporation if Seller demonstrates that it has licenses to such intellectual property that enable it to comply with paragraphs (ii), (iii), and (iv) of Customer and Buyer Rights above.

  • No event or sequence of events has occurred that has resulted in or may result in any Person becoming an Acquiring Person, as such term is defined in the Buyer Rights Agreement.

  • No "Shares Acquisition Date" or "Distribution Date" (as such terms are defined in the Buyer Rights Agreement) has occurred.

  • Since the Buyer Measurement Date, no additional shares of Buyer Common Stock have been issued and are outstanding, except pursuant to the exercise of Buyer Options and the Buyer ESPP, and no Buyer Rights have been granted (other than additional Buyer SRP Rights issued upon the issuance of shares of Buyer Common Stock).

  • Buyer hereby grants to Photon a nonexclusive, worldwide, royalty-free, limited license to use and exploit the Buyer Rights solely to the extent required for Photon to perform its obligations and exercise its rights hereunder, including without limitation the use and exploitation of the Photon Rights (as defined below).

  • UNIT 2: LAW OF SALE OF GOODS 08 Hrs.Sale of Goods Act 1930 – Definition of Contract of Sale, Essentials of Contract of Sale, Conditions and Warranties, Rights and Duties of the Buyer, Rights of Unpaid Seller.


More Definitions of Buyer Rights

Buyer Rights means the Equity Rights issued pursuant to the Buyer Rights Agreement.
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Buyer Rights means Buyer rights, each exchangeable for one-tenth (1/10) of one share of Buyer Common Stock upon the consummation of an initial Business Combination (as defined in the Buyer’s Amended and Restated Certificate of Incorporation).
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Buyer Rights has the same meaning as the term "Rights" under the Buyer Rights Plan.
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Buyer Rights has the meaning given to it in clause 11.2;
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Buyer Rights shall have the meaning ascribed thereto in Section 3.02(a) hereof.
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Related to Buyer Rights

  • Seller Warranties shall have the meaning ascribed to the term in Clause 7.1.

  • Seller’s Warranties means Seller’s representations and warranties set forth in Section 9.2 and the Closing Documents executed by Seller, as such representations and warranties may be deemed modified or waived by Buyer pursuant to the terms of this Agreement.

  • Buyer Closing Certificate has the meaning set forth in Section 7.03(d).

  • Seller Shares means all shares of Common Stock of the Company owned as of the date hereof or hereafter acquired by a Common Holder, as adjusted for any stock splits, stock dividends, combinations, subdivisions, recapitalizations and the like.

  • Seller IP means (a) all Intellectual Property Rights in or pertaining to the Seller Products or methods or processes used or incorporated in the Seller Products, and (b) all other Intellectual Property Rights owned by or exclusively licensed to the Seller.

  • Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.

  • Seller Closing Certificate has the meaning set forth in Section 7.02(d).

  • Purchaser Warranties shall have the meaning ascribed to the term in Clause 8.1;

  • Seller Use means fuel used for gas compression, LPG plants and LNG plants, other gas needed by Xxxxxx'x facilities to furnish the reqUirements of Buyers, together with unaccounted for gas. This gas shall be considered Included in Priority of Service Category 1. Other vital uses of Seller, such as flame stabilization requirements, will be met as long as such uses do not jeopardize service to its firm service Buyers.

  • Purchaser’s Warranties means the warranties and representations given by the Purchaser pursuant to Clause 5.2 and Schedule 5.2;

  • Buyer has the meaning set forth in the preamble.

  • Buyer Data means all data, records, files, information or content, including text, sound, video, images and software, that is (a) input or uploaded by Buyer or its Users to or collected, received, transmitted, processed, or stored by Buyer or its Users using the Software or SaaS Service in connection with this Agreement, or (b) derived from (a). Buyer Data is Confidential Information of Buyer.

  • Seller Intellectual Property means the Seller Owned Intellectual Property and the Seller Licensed Intellectual Property.

  • Seller's Closing Certificate means the certificate of Seller in the form of Exhibit C attached hereto.

  • Transferred Shares means all or any portion of a Member’s Shares that the Member seeks to Transfer.

  • Purchased Stock means a right to purchase Common Stock granted pursuant to Article IV of the Plan.

  • Buyer SEC Documents shall have the meaning set forth in Section 4.10(a).

  • Company Shares means the common shares in the capital of the Company;

  • Buyer Disclosure Letter means the letter, dated as of the date hereof, delivered by Buyer to Seller prior to the execution of this Agreement and identified as the Buyer Disclosure Letter.

  • Seller Consents has the meaning set forth in Section 3.03.

  • Buyer Disclosure Schedule means the disclosure schedule delivered by Buyer to Seller on the date hereof.

  • Buyer Fundamental Representations means the representations and warranties of Buyer contained in Sections 6.1, 6.2 and 6.7.

  • Seller’s Share of any amount means the greater of: (a) $0 and (b) such amount minus the product of (i) such amount multiplied by (ii) the Purchased Interest.

  • Buyer Losses has the meaning set forth in Section 10.1(a).

  • Fundamental Warranties means the representations and warranties of Group Companies set forth in Sections 4.1 (Organization, Standing and Qualification), 4.2 (Capitalization and Other Particulars of the Group Companies), 4.3 (Due Authorization), 4.4 (Valid Issuance of Purchased Shares), 4.5 (No Conflicts), 4.6 (Compliance with Law; Licenses), 4.8 (Financial Statements) and 4.19 (Taxes).

  • Acquired Intellectual Property has the meaning given in Section 2.1(b).