Dragged Securities definition

Dragged Securities has the meaning given to that term in clause 26.1.
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Dragged Securities shall have the meaning set out in paragraph 2.3(b)(i) of part B of schedule 4;
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Dragged Securities shall have the meaning specified in Section 5.7(b).
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Examples of Dragged Securities in a sentence

  • The consideration payable by the Third Party Purchaser for the Dragged Securities must be solely in cash or cash equivalents and must be the same in value, on a per Security basis, as payable by the Third Party Purchaser to the Dragging Shareholders for their Securities of that same class.

  • Completion of the sale (including payment) of the Dragged Securities must take place on the same date as the completion of the sale of the Securities held by the Dragging Shareholders.

  • The Dragged Shareholders must, if requested by the Dragging Shareholder, represent and warrant to the Third Party Purchaser that they are the legal owners of the Dragged Securities and have full power and authority to Transfer their Securities free of any Encumbrances but will not be required to provide any other representations or warranties.

  • GIF shall cause the sale of the Exit Dragged Securities to the Exit Drag Purchaser within a period of 120 (one hundred twenty) Business Days from the date of the issue of the Required Transfer Notice to Transfer, upon the terms and conditions (including consideration for the Transfer) specified in the Required Transfer Notice.

  • The Sponsors upon receipt of a written notice from the Selling Investors shall be bound to immediately Transfer the Sponsor Dragged Securities to the Drag Purchaser.

  • The Dragged Shareholders (other than the Sponsors) shall not be required to make any representation or warranty to the Exit Drag Purchaser, other than as to good title to the Exit Dragged Securities, absence of liens with respect to the Exit Dragged Securities, customary representations and warranties concerning the relevant Investors’ power and authority to undertake the proposed Transfer.

  • The Dragged Shareholders upon receipt of the Required Transfer Notice from GIF shall be bound to sell the Exit Dragged Securities as indicated by GIF in the Required Transfer Notice to the Exit Drag Purchaser, provided that GIF is selling its entire shareholding to such Exit Drag Purchaser.

  • The delivery by the Selling Shareholder(s) of an irrevocable Drag-Along Offer to a Drag-Along Offeree shall bind the Drag-Along Offeree to sell its Dragged Securities and Shareholder Debt.

  • It is clarified that if any Equity Securities are not sold to the Exit Drag Purchaser and/or does not form part of Exit Dragged Securities, then the holders of such Equity Securities shall not be entitled to distribution in accordance with this Article 6.10.


More Definitions of Dragged Securities

Dragged Securities has the meaning set forth in Section 4.1.
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Dragged Securities means, at the time of delivery of the Drag Notice, such number of Equity Securities held by SAHPL and its Affiliates that bears the same proportion to the aggregate of all the Equity Securities held by SAHPL and its Affiliates, as the Equity Securities proposed to be sold by the Investor in the Drag Sale bears to the aggregate of all the Equity Securities held by the Investor, in each case, on a Fully Diluted Basis, or such other number of Equity Securities held by SAHPL and its Affiliates as may be mutually agreed between the Investor and SAHPL, in writing;
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Dragged Securities means, at the time of delivery of the Drag Notice, such number of Equity Securities held by SAHPL and its Affiliates that bears the same proportion to the aggregate of all the Equity Securities held by SAHPL and its Affiliates, as the Equity Securities proposed to be sold by the Investor in the Drag Sale bears to the aggregate of all the Equity Securities held by the Investor, in each case, on a Fully Diluted Basis, or such other number of Equity Securities held by SAHPL and its Affiliates as may be mutually agreed between the Investor and SAHPL, in writing;
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Related to Dragged Securities

  • Escrowed Securities means the direct, noncallable obligations of the United States of America, as described in the Escrow Agreement.

  • Approved Securities means securities of any State Government or of the Central Government and such bonds, both the principal whereof and the interest whereon shall have been fully and unconditionally guaranteed by any such Government;

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

  • CHESS Approved Securities means securities of the Company for which CHESS approval has been given in accordance with the ASX Settlement Operating Rules;

  • Pledged Securities means any promissory notes, stock certificates or other securities now or hereafter included in the Pledged Collateral, including all certificates, instruments or other documents representing or evidencing any Pledged Collateral.

  • Purchaser Securities means the Purchaser Shares, Purchaser Rights, Purchaser Units, Purchaser Warrants, collectively.

  • Released Securities means Shares of Restricted Stock with respect to which all applicable restrictions have expired, lapsed, or been waived.

  • Charged Securities means such Securities as

  • Permitted Securities means any of the following:

  • Company Securities has the meaning set forth in Section 3.02(b)(ii).

  • Equity Preferred Securities means, with respect to any Person, any trust preferred securities or deferrable interest subordinated debt securities issued by such Person or other financing vehicle of such Person that (i) have an original maturity of at least twenty years, and (ii) require no repayments or prepayments and no mandatory redemptions or repurchases, in each case, prior to the first anniversary of the latest Maturity Date.

  • Liquid Securities means securities that are publicly traded on the New York Stock Exchange, the American Stock Exchange or the Nasdaq Stock Market and as to which the Company or any Restricted Subsidiary is not subject to any restrictions on sale or transfer (including any volume restrictions under Rule 144 under the Securities Act or any other restrictions imposed by the Securities Act) or as to which a registration statement under the Securities Act covering the resale thereof is in effect for as long as the securities are held; provided that securities meeting the foregoing requirements shall be treated as Liquid Securities from the date of receipt thereof until and only until the earlier of (a) the date on which such securities are sold or exchanged for cash or Cash Equivalents and (b) 180 days following the date of receipt of such securities. If such securities are not sold or exchanged for cash or Cash Equivalents within 180 days of receipt thereof, for purposes of determining whether the transaction pursuant to which the Company or a Restricted Subsidiary received the securities was in compliance with Section 4.11, such securities shall be deemed not to have been Liquid Securities at any time.

  • Exempted Securities means:

  • Purchased Securities has the meaning assigned in the Terms;

  • ETP Securities means the Series of ETP Securities to which these Conditions relates or, as the context may require, any or all securities issued by the Issuer under the Programme.

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

  • Management Shares means a management share in the capital of the ICAV which shall have the right to receive an amount not to exceed the consideration period for such Management Share.

  • Refused Securities has the meaning ascribed to such term in Section 4.1(c)

  • Exempt Securities has the meaning set forth in Section 4.4(d).

  • Related Securities means any options or warrants or other rights to acquire Shares or any securities exchangeable or exercisable for or convertible into Shares, or to acquire other securities or rights ultimately exchangeable or exercisable for or convertible into Shares.

  • Specified Securities means ‘equity shares’ and ‘convertible securities’ as defined under clause (zj) of sub-regulation (1) of regulation 2 of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009;

  • Equity-linked Securities means any debt or equity securities that are convertible, exercisable or exchangeable for Class A Shares issued in a financing transaction in connection with a Business Combination, including but not limited to a private placement of equity or debt.

  • Acquisition Shares means the shares of an Acquiring Fund to be issued to the corresponding Target Fund in a reorganization under this Agreement.

  • Qualified Securities means securities of a reporting issuer that carry the right to participate in voting on the appointment or removal of the reporting issuer’s auditor;

  • Trust Preferred Securities any preferred securities issued by a Trust Preferred Securities Subsidiary, where such preferred securities have the following characteristics: