Examples of Original Share Purchase Agreement in a sentence
The Original Share Purchase Agreement has been restated as provided herein solely for the purposes of reflecting the amendments thereto, and all references to the Original Share Purchase Agreement in any other document shall, as of the Closing Date, be deemed to be referenced to this Agreement without further amendment thereto.
This Agreement amends and restates the Original Share Purchase Agreement in its entirety, with effect from the execution and delivery of the Original Share Exchange Agreement.
The Seller hereby further acknowledges that it shall be solely liable for all obligations set forth in the Original Share Purchase Agreement as joint and several obligations of the Seller and the Company, and that the Company shall not be liable for any such obligations.
The Purchaser hereby acknowledges that as of the date hereof it is not and has not been aware of any inaccuracy in or breach of the representations or warranties made by the Seller or the Company in the Original Share Purchase Agreement.
This Agreement is an amendment and restatement, and not a novation, of the Original Share Purchase Agreement.
This Agreement and the documents referred to herein, including without limitation the Original Share Purchase Agreement, constitute the entire agreement between the parties hereto pertaining to the subject matter hereof, and any and all other written or oral agreements relating to the subject matter hereof existing between the parties hereto are expressly canceled.
As such, the Seller and the Purchaser mutually agreed that the changes to the terms of the Original Share Purchase Agreement should be kept at a minimum and should primarily be consequential amendments to the change in composition of the Target Group, and that the basis for determination of the Consideration and Adjustments should not deviate from that as set out in the Original Share Purchase Agreement.
In addition, the Company confirmed, upon our inquiry, that apart from issuing the Consideration Shares, it had not considered other methods of financing the Proposed Acquisition on the ground that the use of other financing methods would be at variance with what was stated in the Original Share Purchase Agreement.
The Amended and Restated Share Purchase Agreement replaces and supersedes the Original Share Purchase Agreement in its entirety and all amendments thereto prior to the date of the Amended and Restated Share Purchase Agreement.
The parties hereto entered into a Share Purchase Agreement dated as of May 15, 2008 (the “Original Share Purchase Agreement”) and such parties deem it desirable to amend and restate the Original Share Purchase Agreement in its entirety as set out herein.