Original Share Purchase Agreement definition

Original Share Purchase Agreement means that share purchase agreement dated as of August 23, 2013 by and among the Seller, the Purchaser and the Company.
Original Share Purchase Agreement shall have the meaning set forth in the Recitals.
Original Share Purchase Agreement means the Share Purchase Agreement dated 23 February 2006 between the Seller, each of the Buyers and TB;

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.


More Definitions of Original Share Purchase Agreement

Original Share Purchase Agreement has the meaning set out in the Preliminary Statement;

Related to Original Share Purchase Agreement

  • Share Purchase Agreement has the meaning set forth in the Recitals.

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

  • Alternate VRDP Shares Purchase Agreement means any agreement with a successor liquidity provider replacing the VRDP Shares Purchase Agreement (or any replacement therefor) upon its termination in accordance with its terms and containing a Purchase Obligation substantially similar to the Purchase Obligation therein, as determined by the Fund.

  • hire-purchase agreement means an agreement, other than a conditional sale agreement, under which—

  • Series B Purchase Agreement has the meaning set forth in the Recitals.

  • Unit Purchase Agreement means the Common Unit and Class B Unit Purchase Agreement, dated as of December 1, 2006, among the Partnership and the purchasers named therein.

  • 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.

  • Private Placement Warrants Purchase Agreement shall have the meaning given in the Recitals hereto.

  • Stock Purchase Agreement means the agreement between the Company and a Purchaser who acquires Shares under the Plan that contains the terms, conditions and restrictions pertaining to the acquisition of such Shares.

  • Series A Purchase Agreement means the Series A Preferred Unit Purchase Agreement, dated as of June 20, 2017, by and among the Partnership and the Series A Purchasers thereunder, as may be amended from time to time.

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

  • Forward Purchase Agreement means an agreement that provides for the sale of equity securities in a private placement that will close substantially concurrently with the consummation of a Business Combination.

  • Securities Purchase Agreement means that certain securities purchase agreement, dated as of the Subscription Date, by and among the Company and the initial holders of the Notes pursuant to which the Company issued the Notes, as may be amended from time to time.

  • 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.

  • Sale and Purchase Agreement means all the agreements entered into from time to time (whether before, on or after the date of this Agreement) by the Borrower for the sale of the Units and shall include any one or more or all of the Sale and Purchase Agreements.

  • Stock Purchase Agreements the meaning set forth in the recitals to this Agreement.

  • Equity Purchase Agreement means that certain Amended and Restated Purchase Agreement, dated as of March 17, 2008, among the Borrower and the several “Investors” named therein, including all exhibits and schedules thereto, as in effect on the Original Effective Date.

  • Purchase Agreement shall have the meaning set forth in the preamble.

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

  • Restricted Stock Purchase Agreement means a written agreement between the Company and the Optionee evidencing the terms and restrictions applying to stock purchased under a Stock Purchase Right. The Restricted Stock Purchase Agreement is subject to the terms and conditions of the Plan and the Notice of Grant.

  • Additional Purchase Agreement means each Additional Purchase Agreement (including the related Additional Xxxx of Sale, the related Blanket Endorsement and any attachments thereto), substantially in the form of Attachment C hereto (of which these Master Terms form a part by reference, provided that in the event of a substitution, the form will be modified accordingly), to be executed by SLM ECFC, Funding and the Interim Eligible Lender Trustee for the benefit of Funding, which certifies that the representations and warranties made by SLM ECFC as set forth in Sections 5(A) and (B) of these Master Terms are true and correct as of the related Purchase Date.

  • Purchase Agreements has the meaning set forth in the Recitals.

  • Loan Purchase Agreement The Loan Purchase Agreement described in the Recitals to this Agreement, which Loan Purchase Agreement incorporates the terms of the Aurora Loan Services Seller Guide, as the same may be amended from time to time.

  • Warrant Purchase Agreement means a warrant purchase agreement under which a Warrant is issued entered into by Borrower and an Affiliate of Lenders contemporaneously with the execution of this Loan Agreement.

  • Asset Purchase Agreement has the meaning set forth in the Recitals.

  • Share Exchange Agreement has the meaning specified in the Recitals.