Drag Purchaser definition

Drag Purchaser has the meaning ascribed thereto in Article 8.2.1;
Drag Purchaser shall have the meaning ascribed to it in Clause 17.1 of this Agreement;
Drag Purchaser shall have the meaning ascribed to the term under Clause 6.3(a); “Drag Terms” shall have the meaning ascribed to such term under Clause 6.3 (g);

Examples of Drag Purchaser in a sentence

  • The Company's receipt of the Drag Consideration shall be a good discharge to the Drag Purchaser.

  • On the Drag Completion Date, the Company shall pay each Called Shareholder, on behalf of the Drag Purchaser, the Drag Consideration that is due to the extent the Drag Purchaser has paid such consideration to the Company.

  • The Selling Shareholders may exercise the Drag Along Option by giving a written notice to that effect ( Drag Along Notice) to the Company which the Company shall without delay copy to the Called Shareholders at any time before the transfer of the Sellers’ Shares to the Drag Purchaser.

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  • To the extent that the Drag Purchaser has not, on the Drag Completion Date, paid the Drag Consideration that is due to the Company, the Called Shareholders shall be entitled to the immediate return of the Drag Documents for the relevant Ordinary Shares and the Called Shareholders shall have no further rights or obligations under this article12 in respect of their Ordinary Shares.

  • The Company’s receipt of the Drag Consideration shall be a good discharge to the Drag Purchaser.

  • The consideration (in cash or otherwise) for which the Called Shareholders shall be obliged to sell each of the Called Shares shall be that to which they would be entitled if the total consideration proposed to be paid by the Drag Purchaser were distributed to the holders of the Called Shares and the Sellers’ Shares pro rata to the number of Ordinary Shares held by each Shareholder.

  • No Drag Along Notice or Sale Agreement may require a Called Shareholder to agree to any terms except those specifically provided for in this Article.16.3Drag Along Notices shall be irrevocable but will lapse if for any reason there is not a sale of the Sellers' Shares by the Selling Shareholders to the Drag Purchaser within 60 Business Days after the date of service of the Drag Along Notice.

  • It is clarified that if any Equity Securities are not sold to the Drag Purchaser, then the holders of such Equity Securities shall not be entitled to distribution in accordance with this Article 6.5.

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More Definitions of Drag Purchaser

Drag Purchaser has the meaning given to it in clause 24.1; "Dragging Shareholders" has the meaning given to it in clause 24.1;
Drag Purchaser has the meaning set forth in Section 2.14(b)(iii).
Drag Purchaser has the meaning set forth in Section 4.1.

Related to Drag Purchaser

  • Purchaser means the organization purchasing the goods.

  • Bona fide purchaser means a purchaser of property for value who was not knowingly a party to fraud or illegality affect- ing the interest of the spouses or other parties to the transaction, does not have notice of an adverse claim by a spouse and acted in the transaction in good faith.

  • Selling Shareholder has the meaning set forth in Section 3.04(a).

  • The Purchaser means the organization purchasing the Goods, as named in SCC.

  • Investor is defined in the preamble to this Agreement.

  • Third Party Purchaser has the meaning set forth in Section 3.1(a).

  • Original Purchaser means the original purchaser of the Bonds designated by the Fiscal Officer in the Certificate of Award.

  • Selling Stockholder means any Stockholder owning Registrable Shares included in a Registration Statement.

  • Selling Shareholders sections in substantially the form attached hereto as Exhibit B. The Company shall use its reasonable best efforts to have each Additional Registration Statement declared effective by the SEC as soon as practicable, but in no event later than the Additional Effectiveness Deadline. By 9:30 a.m. New York time on the Business Day following the Additional Effective Date, the Company shall file with the SEC in accordance with Rule 424 under the 1933 Act the final prospectus to be used in connection with sales pursuant to such Additional Registration Statement.

  • BIDDER/Seller which expression shall mean and include, unless the context otherwise requires, his successors and permitted assigns) of the second part.

  • First purchaser means the first buyer of a manufactured item that contains ferrous or nonferrous metal in a retail or business-to-business transaction. A person that purchases scrap metal, or other property described in section 10, in violation of this act, or an automotive recycler, pawnshop, scrap metal recycler, or scrap processor is not considered a first purchaser.

  • Selling Member has the meaning set forth in Section 10.5(a).

  • Other Selling Stockholders means persons other than Holders who, by virtue of agreements with the Company, are entitled to include their Other Shares in certain registrations hereunder.

  • U.S. Purchaser is (a) any U.S. Person that purchased Units, (b) any person that purchased Units on behalf of any U.S. Person or any person in the United States, (c) any purchaser of Units that received an offer of the Units while in the United States, (d) any person that was in the United States at the time the purchaser’s buy order was made or the subscription agreement for Units was executed or delivered;

  • Additional Purchased Securities Securities provided by Seller to Buyer pursuant to Paragraph 4(a) hereof;

  • Ultimate purchaser means, with respect to any new motor vehicle or new motor vehicle engine, the first person who in good faith purchases a new motor vehicle or new motor vehicle engine for purposes other than resale.

  • Substitute Purchaser is defined in Section 21.

  • 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.

  • Selling Stockholders means Purchaser and any other purchaser of Units in the Offering, and their respective successors and assigns.

  • Anchor Investor means a Qualified Institutional Buyer, applying under the Anchor Investor Portion in accordance with the requirements specified in the SEBI ICDR Regulations and the Red Xxxxxxx Prospectus and who has Bid for an amount of at least ₹100 million.

  • Controlling Shareholder means any shareholder owning more than fifty

  • Purchaser/ User means ultimate recipient of goods and services

  • Prospective Purchaser shall have the meaning set forth herein in Section 2.2(a).

  • Third Party Buyer means any Person other than (i) the Company or any of its Subsidiaries, (ii) any employee benefit plan of the Company or any of its Subsidiaries, (iii) the Investors or (iv) any Affiliates of any of the foregoing.

  • Power Purchaser means the entity that is purchasing the capacity and energy to be transmitted under the Tariff.

  • Proposed Purchaser shall have the meaning set forth in Section 5.7(a).