Merger Sub Membership Interests definition

Merger Sub Membership Interests has the meaning set forth in Section 2.6(c).
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Merger Sub Membership Interests means the shares of limited liability company membership interests of Merger Sub.
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Merger Sub Membership Interests means membership interests of Merger Sub. “Money Services Laws” means all applicable Laws relating to the business of receiving money or funds for transmission, sale of payment instruments (including money orders), issuance, sale or loading of prepaid or stored value, cashing of checks, sale, exchange, trading or custody of virtual currency or other digital assets or otherwise engaging in money services businesses and the rights of consumers who use such services of such businesses. “Money Services Permits” means any Permit that is required under any Money Services Laws to entitle any member of the Merger Partner Group to own or lease, operate and use its assets,
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Examples of Merger Sub Membership Interests in a sentence

  • Section 1.16(a)(iii) of the BCA is hereby amended and restated as follows:(iii) Conversion of U.S. Merger Sub Membership Interests.

  • For purposes of illustration, the Members currently own One Thousand (1,000) OneLove Membership Interests which will be converted in exchange for One Million Four Hundred Fifty Thousand (1,450,000) of the Merger Sub Membership Interests and subsequently One Million Four Hundred Fifty Thousand (1,450,000) shares of the Parent’s Common Stock in accordance with Schedule I attached hereto (the “Shares”).

  • All of the OneLove Membership Interests issued and outstanding immediately prior to the Effective Time of the Merger shall be converted so that approximately One Million Four Hundred Fifty Thousand (1,450,000) Merger Sub Membership Interests are issued for all of the OneLove Membership Interests held (the “Merger Consideration”) and shall subsequently be exchanged for Parent’s Common Stock at a ratio of one-to-one (1:1) (the “Exchange Ratio”).

  • There are no options, warrants, conversion rights or other rights outstanding pursuant to which any person could acquire any Merger Sub Membership Interests.

  • All of the membership interests of Merger Sub (the "Merger Sub Membership Interests") that are issued and outstanding immediately prior to the Effective Time shall be converted into an aggregate of one thousand (1,000) fully paid and nonassessable common shares, without par value, of the Surviving Company.

  • At the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or any holder of any shares of Company Common Stock or any member's interests of Merger Sub, all of the member's interests of Merger Sub ("Merger Sub Membership Interests") outstanding immediately prior to the Effective Time shall be deemed to represent all of the outstanding member's interests of the Surviving Entity ("Surviving Entity Member's Interests").

  • As of the date of this Agreement, there are 100 Merger Sub Membership Interests issued and outstanding, and Parent is the legal and beneficial owner of all of such Merger Sub Membership Interests.

  • There are no rights, subscriptions, warrants, options, conversion rights or agreements of any kind outstanding to purchase or otherwise acquire from Merger Sub any Merger Sub Membership Interests or other securities of Merger Sub of any kind, and there will not be any such agreements prior to or at the Effective Time.

  • As of the date of this Agreement, there are 100 Merger Sub Membership Interests issued and outstanding, and Parent is the legal andbeneficial owner of all of such Merger Sub Membership Interests.

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More Definitions of Merger Sub Membership Interests

Merger Sub Membership Interests means the membership interests of Grow Solutions Acquisition LLC.
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Merger Sub Membership Interests means the limited liability company interests in Merger Sub.
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Related to Merger Sub Membership Interests

  • Membership Interests has the meaning set forth in the recitals.

  • Class B Membership Interest means a Class B Membership Interest in Holdings.

  • Membership Interest means a Member’s entire interest in the Company including such Member’s right to receive allocations and distributions pursuant to this Agreement and the right to participate in the management of the business and affairs of the Company in accordance with this Agreement, including the right to vote on, consent to, or otherwise participate in any decision or action of or by the Members granted pursuant to this Agreement.

  • Class A Membership Interest means a Class A Membership Interest in Holdings.

  • Pledged Partnership Interests means all interests in any general partnership, limited partnership, limited liability partnership or other partnership including, without limitation, all partnership interests listed on Schedule 4.4(A) under the heading “Pledged Partnership Interests” (as such schedule may be amended or supplemented from time to time) and the certificates, if any, representing such partnership interests and any interest of such Grantor on the books and records of such partnership or on the books and records of any securities intermediary pertaining to such interest and all dividends, distributions, cash, warrants, rights, options, instruments, securities and other property or proceeds from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of such partnership interests.

  • Partnership Interests shall have the meaning specified in Section 6.3 [Subsidiaries].

  • LLC Interests shall have the meaning given to such term in Section 6.1.

  • Merger Sub II has the meaning set forth in the Preamble.

  • Common Interests of any Person means Capital Interests in such Person that do not rank prior, as to the payment of dividends or as to the distribution of assets upon any voluntary or involuntary liquidation, dissolution or winding up of such Person, to Capital Interests of any other class in such Person.

  • General Partnership Interest means a Partnership Interest held by the General Partner that is a general partnership interest.

  • Membership Units means the limited liability company interests in the Company held by the Members, expressed as a number of units held by each Member and set forth opposite such Member's name on Schedule I attached hereto, as amended, modified or supplemented from time to time.

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

  • Subsidiary Shares shall have the meaning specified in Section 6.3 [Subsidiaries].

  • Limited Partnership Interest means the ownership interest of a Limited Partner in the Partnership at any particular time, including the right of such Limited Partner to any and all benefits to which such Limited Partner may be entitled as provided in this Agreement and in the Act, together with the obligations of such Limited Partner to comply with all the provisions of this Agreement and of the Act.

  • Transferred Interests has the meaning set forth in the Recitals.

  • Company Units has the meaning set forth in the Recitals.

  • Partnership Interest means an interest in the Partnership, which shall include the General Partner Interest and Limited Partner Interests.

  • Derivative Partnership Interests means any options, rights, warrants, appreciation rights, tracking, profit and phantom interests and other derivative securities relating to, convertible into or exchangeable for Partnership Interests.

  • Membership Rights means all of the rights of a Member in the Company, including a Member’s: (a) Interest; (b) right to inspect the Company’s books and records; (c) right to participate in the management of and vote on matters coming before the Company; and (d) unless this Operating Agreement or the Certificate of Formation provide to the contrary, right to act as an agent of the Company.

  • Ownership Interests means, with respect to any entity, any ownership interests in the entity and any economic rights (such as a right to distributions, net cash flow or net income) to which the owner of such ownership interests is entitled.

  • Merger Sub 2 has the meaning set forth in the Preamble.

  • Merger Sub 1 has the meaning set forth in the Preamble.

  • Merger Sub Common Stock means the common stock, par value $0.01 per share, of Merger Sub.

  • Transferred Shares means all or any portion of a Member’s Shares that the Member seeks to Transfer.

  • Company Subsidiary Securities has the meaning set forth in Section 3.02(d).

  • Purchased Interests has the meaning set forth in the Recitals.