New NTL Rights Agreement definition

New NTL Rights Agreement means the stockholder rights agreement, substantially in the form of Exhibit N annexed hereto, between New NTL and Continental Stock Transfer & Trust Company, as Rights Agent.
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Examples of New NTL Rights Agreement in a sentence

  • In accordance therewith, upon issuance on the Effective Date, each share of New NTL Common Stock (whether originally issued or from New NTL's treasury) shall be accompanied by a New NTL Stockholder Right entitling the registered holder to purchase from New NTL one one-hundredth (1/100) of a share of New NTL Stockholder Rights Preferred Stock at the New NTL Stockholder Rights Purchase Price, subject to adjustment pursuant to the terms of the New NTL Rights Agreement.

  • New NTL Rights Agreement Prior to the Effective Date, New NTL and Continental Stock Transfer and Trust Company will enter into the New NTL Rights Agreement.

  • The New NTL Rights Agreement has the potential to significantly dilute the ownership interests of an acquiror of shares of New NTL Common Stock, and therefore may have the effect of delaying, deterring, or preventing a change in control of New NTL.

  • The New NTL Rights Agreement may have a significant anti-takeover effect.

  • Prior to the Effective Date, New NTL and Continental Stock Transfer and Trust Company will enter into the New NTL Rights Agreement.

  • This summary does not purport to be complete and is qualified in its entirety by reference to the full text of the Series A Warrant Agreement, the Equity Rights Offering Procedures, the Noteholder Election Option Procedures, the New NTL Rights Agreement and the Amended And Restated Certificate of Incorporation and By-laws of NTL CC.

  • NEW NTL RIGHTS AGREEMENT Prior to the Effective Date, New NTL and Continental Stock Transfer and Trust Company will enter into the New NTL Rights Agreement.

  • Its “habitable zone” (~ 0.02-0.04 AU) could be close enough to the star for tides to be important (Kopparapu et al.

  • In accordance therewith, upon issuance on the Effective Date, each share of New NTL Common Stock (whether originally issued or from New NTL’s treasury) shall be accompanied by a New NTL Stockholder Right entitling the registered holder to purchase from New NTL one one-hundredth (1/100) of a share of New NTL Stockholder Rights Preferred Stock at the New NTL Stockholder Rights Purchase Price, subject to adjustment pursuant to the terms of the New NTL Rights Agreement.

  • J Terms of Series A Warrants K New NTL Registration Rights Agreement* L Euroco Registration Rights Agreement* M Form of Employment Agreement* N New NTL Rights Agreement* O Euroco Rights Agreement* P Effectuating Transactions* ---------- 1 Exhibits marked with an asterisk shall be included in the Plan Supplement.

Related to New NTL Rights Agreement

  • Rights Agreement means the Rights Agreement dated as of December 16, 1987 between ML & Co. and Manufacturers Hanover Trust Company, Rights Agent, as amended from time to time.

  • Investor Rights Agreement means the Investor Rights Agreement, dated as of the date of this Agreement, between the Company and each of the Purchasers, in the form of Exhibit A hereto.

  • Company Rights Agreement shall have the meaning set forth in Section 4.3.

  • Existing Registration Rights Agreement shall have the meaning given in the Recitals hereto.

  • Registration Rights Agreement means the Registration Rights Agreement, dated the date hereof, among the Company and the Purchasers, in the form of Exhibit B attached hereto.

  • Registration Rights Agreements means that certain Registration Rights Agreement dated as of the Closing Date by and between the Parent and Laurus and each other registration rights agreement by and between the Parent and Laurus, as each of the same may be amended, modified and supplemented from time to time.

  • Amended and Restated Registration Rights Agreement has the meaning set forth in the Recitals.

  • Investors’ Rights Agreement means the agreement among the Company and the Purchasers and certain other stockholders of the Company dated as of the date of the Initial Closing, in the form of Exhibit E attached to this Agreement.

  • Registration Agreement means the Exchange and Registration Rights Agreement dated February 18, 2003 between the Company and the Initial Purchasers relating to the Securities and (b) any other similar Exchange and Registration Rights Agreement relating to Additional Securities.

  • Exchange and Registration Rights Agreement means the Exchange and Registration Rights Agreement, dated as of December 17, 1997, among Oglethorpe, the Funding Corporation and the Purchasers, as the same may be amended, modified or supplemented from time to time in accordance with the provisions thereof.

  • Stockholder Agreement means the Stockholder Agreement, dated as of August 29, 2003, among the Company and its stockholders, as amended and in effect from time to time.

  • Original Registration Rights Agreement has the meaning set forth in the recitals to this Agreement.

  • Pro Rata Rights Agreement means a written agreement between the Company and the Investor (and holders of other Safes, as appropriate) giving the Investor a right to purchase its pro rata share of private placements of securities by the Company occurring after the Equity Financing, subject to customary exceptions. Pro rata for purposes of the Pro Rata Rights Agreement will be calculated based on the ratio of (1) the number of shares of Capital Stock owned by the Investor immediately prior to the issuance of the securities to (2) the total number of shares of outstanding Capital Stock on a fully diluted basis, calculated as of immediately prior to the issuance of the securities.

  • Shareholder Agreement has the meaning set forth in the Recitals.

  • Investors Agreement has the meaning set forth in Section 6.01(e).

  • Exchange Agreement has the meaning set forth in the Recitals.

  • Shareholder Agreements has the meaning set forth in the recitals to this Agreement.

  • IDR Transfer Agreement means an agreement to transfer, subject to the terms of Tariff, Part VI, section 237, Incremental Deliverability Rights to a party for the purpose of eliminating or reducing the need for Local or Network Upgrades that would otherwise have been the responsibility of the party receiving such rights. “Immediate-need Reliability Project” shall have the same meaning provided in the Operating Agreement.

  • Listing Agreement means an agreement that is to be entered into between a recognised stock exchange and the Company pursuant to Securities and Exchange Board (Listing Obligations and Disclosure Requirements), 2015

  • Voting Agreement has the meaning set forth in the Recitals.

  • Stockholders Agreement means the Stockholders Agreement, dated as of the date hereof, by and among the Company and the other parties thereto.

  • Preferred Stock Purchase Agreement means the Preferred Stock Purchase Agreement, dated September 7, 2008, between the Company and the United States Department of the Treasury.

  • Shareholders Agreement has the meaning set forth in the recitals.

  • Common Stock Purchase Agreement means an agreement among the Investor and/or PJC, Emergent and any Convertible Note Holder who accepts and exchanges all of its Convertible Notes in the Convertible Note Exchange Offer and elects to participate, substantially in the form attached hereto as Exhibit A, pursuant to which Emergent will issue and sell (a) to the Investor and/or PJC, in the aggregate, 75,000,000 Shares at a price of $0.20 per share, and (b) to any Convertible Note Holder who accepts and exchanges all of its Convertible Notes in the Convertible Note Exchange Offer that so requests, for every $1,000.00 of principal amount of Convertible Notes that it tenders into the Convertible Note Exchange Offer, 500 Shares at a price of $0.20 per share; provided, that the aggregate maximum number of Shares to be so issued and sold to the Convertible Note Holders who accept and exchange all of their Convertible Notes in the Convertible Note Exchange Offer pursuant to the Common Stock Purchase Agreement shall not exceed 40,000,000.

  • Founder Shares Purchase Agreement shall have the meaning given in the Recitals hereto.

  • Initial LLC Agreement has the meaning set forth in the recitals to this Agreement.