Company SPA definition

Company SPA has the meaning set forth in the recitals to this Agreement. “Exchange” has the meaning set forth in the recitals to this Agreement. “Exchange Act” means the U.S. Securities Exchange Act of 1934, as amended. “Exchange Agreement” has the meaning set forth in the recitals to this Agreement.
Company SPA means the Securities Purchase Agreement, dated as of February 3, 2016, among the Company, Media Seller and MWF, as amended, modified and supplemented through this date, by an Amendment No. 1 and the Consulting Agreement.
Company SPA shall have the meaning set forth in the Recitals.

Examples of Company SPA in a sentence

  • The Purchaser will not agree to any amendment, waiver or modification of the Company SPA (other than corrections of obvious errors, if any, or other ministerial amendments) without the prior written consent of the Seller, in each case to the extent such amendment, waiver or modification is adverse to the Seller’s interests under this Agreement.

  • The Company SPA shall be in full force and effect and the conditions to closing contained in the Company SPA (other than the conditions relating to the Closing hereunder) shall have been satisfied or, as permitted by law, waived.

  • The Complainant did not license or otherwise agree for use of its prior registered trademarks by the Respondent, thus no actual or contemplated bona fide or legitimate use of the disputed domain name could be reasonably claimed (see, e.g., Sportswear Company S.P.A. v.

  • You may not submit a Referral for a Potential Customer on the same transaction where you earn (or one of your affiliates earns) Company SPA (Solution Provider Agreement) discounts.

  • In support of such a stance the Complainant makes reference to the case of Sportswear Company S.P.A. v.

  • The sale of the Shares is not subject to any preemptive rights or rights of first offer or refusal or voting or other obligations or restrictions under any Contract to which any Seller Party is a party or bound, and all agreements contained in Section 9.1, 9.3, 10.2, 10.3, 10.4(a), and 10.5 of the Company SPA (as such provisions have been amended pursuant to Section 5 and 6 of the Consulting Agreement) have been terminated.

  • Except as set forth in the Company SPA, no employee has any agreement or contract, written or verbal, regarding such employee’s continued employment by Company.

  • The available evidence confirm, however, that the Complainant did not license or otherwise agree for use of its prior registered trademarks by the Respondent, thus no actual or contemplated bona fide or legitimate use of the disputed domain name could be reasonably claimed (see, e.g., Sportswear Company S.P.A. v.Tang Hong, WIPO Case No. D2014-1875).

  • The warranties, undertakings and indemnities in this Agreement do not merge on Completion under the Company SPA or otherwise.

  • There are the foundations of how social media extends the sales funnel (Kelly, 2013: 34).


More Definitions of Company SPA

Company SPA means the share purchase agreement dated on or about 14 May 2022 pursuant to which Xxxxxxx agrees to sell, and NWS agrees to buy, 50% of the issued Shares of the Company. Completion has the meaning given in the Company SPA, and which will occur on the same date as “Completion” occurs under the first Property WFOE SPA to “Complete” under such Property WFOE SPA. Completion Date means the date on which Completion occurs.
Company SPA means the Stock Purchase Agreement dated as of October 29, 1998 among the Company, Holdings or the other parties thereto, as the same may have been or may hereafter be amended, restated, supplemented or modified;
Company SPA has the meaning set forth within Section 2(d) below.

Related to Company SPA

  • Company SEC Documents has the meaning set forth in Section 3.04(a).

  • Company SEC Reports shall have the meaning set forth in Section 3.8(a).

  • Company Share Plans means, collectively, (i) the 2018 Share Incentive Plan of the Company, which replaced the Company’s 2010 Share Incentive Plan in its entirety, and (ii) the Post-IPO Share Incentive Plan of the Company.

  • Company Share means one share of common stock of the Company, $0.01 par value per share.

  • Company SAR means any stock appreciation right linked to the price of Company Common Stock and granted under any Company Stock Plan.

  • Company Service Provider means an employee, individual consultant, individual independent contractor, individual self-employed contractor, leased or temporary employee or director of the Company or any of its Subsidiaries.

  • Company Service means the Company's email, Internet, security management services provided to End Users for the purposes of conducting Company's internal business.

  • Company IP Contract means any Contract to which the Company is a party or by which the Company is bound, that contains any assignment or license of, or covenant not to assert or enforce, any Intellectual Property Right or that otherwise relates to any Company IP or any Intellectual Property developed by, with, or for the Company.

  • Company Security means any class or series of equity or voting interest in the Company (but excluding any options, rights, warrants and appreciation rights relating to an equity or voting interest in the Company), including Common Shares and the Voting Share.

  • Company IP Agreements means all licenses, sublicenses, consent to use agreements, settlements, coexistence agreements, covenants not to xxx, permissions and other Contracts (including any right to receive or obligation to pay royalties or any other consideration), whether written or oral, relating to Intellectual Property to which the Company is a party, beneficiary or otherwise bound.

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

  • Company Services means any services (including but not limited to technical and product support, technical advice, underwriting and customer services) supplied by the Company or its Affiliates in the specialty property and/or casualty insurance business.

  • Employee Share Scheme means a scheme established by a company, whether by means of a trust or otherwise, for the purpose of offering 10 participation therein solely to employees and officers of the company or a subsidiary of the company, either—

  • Company Systems means the computer and data processing systems, maintenance service agreements, and information, recordkeeping, account management, account management, communications technologies and other computer systems (including all computer programs, software, databases, firmware, hardware and related documentation) and Internet websites and related content used in the businesses of the Company and its Subsidiaries.

  • Company Employees shall have the meaning set forth in Section 6.10(a).

  • Surviving Business Entity has the meaning assigned to such term in Section 14.2(b).

  • Company-Owned IP Rights means Company IP Rights that are owned by the Company or any of its Subsidiaries.

  • Company Stockholder means the holder of either a share of Company Common Stock or a share of Company Preferred Stock.

  • SpinCo Shares means the shares of common stock, par value $0.01 per share, of SpinCo.

  • Company IP Licenses (other than “shrink wrap,” “click wrap,” and “off the shelf” software agreements and other agreements for Software commercially available on reasonable terms to the public generally with license, maintenance, support and other fees of less than $5,000 per year (collectively, “Off-the-Shelf Software Agreements”), which are not required to be listed, although such licenses are “Company IP Licenses” as that term is used herein), under which a Target Company is a licensee or otherwise is authorized to use or practice any Intellectual Property, and describes (A) the applicable Intellectual Property licensed, sublicensed or used and (B) any royalties, license fees or other compensation due from a Target Company, if any. Each Target Company owns, free and clear of all Liens (other than Permitted Liens), has valid and enforceable rights in, and has the unrestricted right to use, sell, license, transfer or assign, all Intellectual Property currently used, licensed or held for use by such Target Company, and previously used or licensed by such Target Company, except for the Intellectual Property that is the subject of the Company IP Licenses. For each Patent and Patent application in the Company Registered IP, the Target Companies have obtained valid assignments of inventions from each inventor. Except as set forth on Schedule 4.13(a)(iii), all Company Registered IP is owned exclusively by the applicable Target Company without obligation to pay royalties, licensing fees or other fees, or otherwise account to any third party with respect to such Company Registered IP.

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.

  • Market Seller Offer Cap means a maximum offer price applicable to certain Market Sellers under certain conditions, as determined in accordance with Tariff, Attachment DD. section 6 and Tariff, Attachment M-Appendix, section II.E.

  • Company Stock Plans has the meaning set forth in Section 3.02(b).

  • Company Sale means a transaction with a third Person that is not an Affiliate of the Company or group of third Persons that, acting in concert, do not collectively constitute Affiliates of the Company, pursuant to which such Person or Persons acquire, in any single transaction or series of related transactions, (i) all of the outstanding Equity Securities of the Company, (ii) all or substantially all of the assets of the Company and its Subsidiaries or (iii) Equity Securities of the Company authorized and issued following the Effective Date and possessing the power to elect or appoint a majority of the Board of Managers (or any similar governing body of any surviving or resulting Person).

  • Company Shareholder means a holder of Company Shares.

  • Parent Stock Plans has the meaning set forth in Section 4.5(a).