Education Stock definition

Education Stock means the “Education Stock,” as defined in the Education Purchase Agreement.

Examples of Education Stock in a sentence

  • For the avoidance of doubt, the written determination delivered by the Accountant shall in no way alter the amount allocated to the Education Stock set forth in Section 1.05(a).

  • The Purchaser Group acknowledges that neither the offer nor the sale of the Education Stock has been registered under the Securities Act of 1933 (together with the rules and regulations promulgated thereunder, the “Securities Act”) or under any state or foreign securities Laws.

  • The number and exercise price of the Education Stock Options, and the Ambassadors Stock Options shall be adjusted in accordance with the following provisions.

  • Notwithstanding anything to the contrary contained in this Section 1.05, the Parties agree that $910,000,000 shall be allocated to the Education Stock, which amount, for the avoidance of doubt, shall not be adjusted.

  • The Education Stock Options so issued to each such person shall be identical to the Ambassadors Stock Options held by such person in every respect except as to issuer, number and exercise price.

  • The Education Stock has been validly issued and is fully paid for and nonassessable and not subject to, or issued in violation of, any preemptive right.

  • On the Distribution Date, Education shall issue Education Stock Options pursuant to the Education Equity Participation Plan to each person: (i) who then holds Ambassadors Stock Options pursuant to the Ambassadors Equity Participation Plan, and (ii) who is then an Education Employee in exchange for the Ambassadors Stock Options held by each such person.

  • The Purchaser is acquiring the Education Stock for its own account for investment, without a view to, or for a resale in connection with, the distribution thereof in violation of the Securities Act or any applicable state or foreign securities Laws and with no present intention of distributing or reselling any part thereof.

  • The Purchaser will not distribute or resell the Education Stock in violation of any such Laws.

  • The Education Stock constitutes all of the issued and outstanding capital stock of Education Topco.