Contribution and Exchange definition

Contribution and Exchange means, through a series of transactions, the contribution by Midco and the Blocker Merger Subs to Parent of all of the equity interests in Midco and the Blockers in exchange for cash and shares of Parent common stock.
Contribution and Exchange has the meaning set forth in the preamble.
Contribution and Exchange has the meaning specified in Section 2.01.

Examples of Contribution and Exchange in a sentence

  • The parties agree that all payments made pursuant to Section 7.03 hereof will to the extent permitted by Law be treated as adjustments to the consideration received by Seller in the Contribution and Exchange for U.S. federal income tax purposes.

  • Upon and subject to the terms and conditions set forth in this Agreement, at the Closing, Purchaser and Seller will effectuate and consummate the Contribution and Exchange.

  • As a result of the consummation of the Contribution and Exchange, Seller shall sell, transfer, assign, convey and deliver the Company Interests to Purchaser, free and clear of all Liens (except Permitted Liens), and Purchaser, in reliance on the representations, warranties and covenants of Seller contained herein, shall acquire and take assignment and delivery of the Company Interests from Seller.


More Definitions of Contribution and Exchange

Contribution and Exchange has the meaning set forth in the recitals.
Contribution and Exchange means, through a series of transactions, the contribution by Seller and Blocker Seller to Parent of all of the equity interests in Holdings and Blocker in exchange for cash and shares of common stock of Parent.
Contribution and Exchange means the Transactions contemplated under Article II and Article III of this Agreement, including the Redomestication Merger, and the Acquisition Contribution and Exchange.
Contribution and Exchange has the meaning given in the recitals to this Agreement.
Contribution and Exchange has the meaning set forth in Section 1.01(b).
Contribution and Exchange has the meaning set forth in the recitals.