Parent Capital Shares definition

Parent Capital Shares has the meaning set forth in Section 5.2(a).
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Parent Capital Shares shall have the meaning set forth in Section 3.3(a).
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Parent Capital Shares is defined in Section 4.4.
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Examples of Parent Capital Shares in a sentence

  • None of the issued and outstanding Parent Capital Shares has been issued in violation of, or is subject to, any preemptive or subscription rights.

  • The delivery of the Escrow Shares will be made on behalf of the Stockholders and the holders of Parent Capital Shares in accordance with the provisions hereof, with the same force and effect as if such shares had been delivered by Parent directly to such holders and subsequently delivered by such holders to the Escrow Agent.

  • At Closing, twenty percent (20%) of Parent’s issued and outstanding Parent Capital Shares shall be held in escrow pursuant to Article VII of this Agreement.

  • All of the outstanding Parent Capital Shares are duly authorized, validly issued, fully paid and nonassessable and have been offered, issued, sold and delivered by Parent in compliance with all applicable securities Laws.

  • As of the date hereof, neither Parent nor any of its Subsidiaries are party to any Contract requiring registration of, or granting any preemptive rights, anti-dilutive rights or rights of first refusal or other similar rights with respect to, any Parent Capital Shares or any common shares or other equity interests in any of the Subsidiaries of Parent.

  • All outstanding Parent Capital Shares have been issued and granted in compliance in all material respects with (i) applicable securities Laws and other applicable Law and (ii) all requirements set forth in applicable Contracts (including the Parent Equity Plans and the Parent ESPP).

  • All of the Parent Capital Shares have been duly authorized, validly issued, fully paid and nonassessable and free of preemptive rights with no liability attaching to the ownership thereof.

  • All of the outstanding Parent Capital Shares have been duly authorized and validly issued, and are fully paid and nonassessable.

  • Neither Parent nor its Subsidiaries, nor any of its or their respective directors, officers or, to the Knowledge of Parent, controlling persons has taken, directly or indirectly, any action designed to or that might reasonably be expected to cause or result in the stabilization or manipulation of the price of any security of Parent to facilitate the sale or resale of any Parent Capital Shares.

  • From the Parent Capitalization Date until the date of this Agreement, no Parent Capital Shares or Parent Compensatory Awards have been issued or granted.


More Definitions of Parent Capital Shares

Parent Capital Shares means the Parent Common Shares and Parent Preferred Shares.
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Related to Parent Capital Shares

  • Parent Capital Stock means Parent Common Stock and Parent Preferred Stock.

  • Company Capital Stock means the Company Common Stock and the Company Preferred Stock.

  • Voting Capital Stock means with respect to any Person, securities of any class or classes of Capital Stock in such Person ordinarily entitling the holders thereof (whether at all times or at the times that such class of Capital Stock has voting power by reason of the happening of any contingency) to vote in the election of members of the board of directors or comparable governing body of such Person.

  • Capital Shares means the Common Stock and any shares of any other class of common stock whether now or hereafter authorized, having the right to participate in the distribution of earnings and assets of the Company.

  • Parent Common Shares means the common shares of beneficial interest, $0.01 par value per share, of Parent.

  • Parent Class A Common Stock means the Class A Common Stock, par value $0.01 per share, of Parent.

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

  • Parent Class B Common Stock means the Class B Common Stock, par value $0.01 per share, of Parent.

  • Retired Capital Stock shall have the meaning provided in Section 10.5(b)(2).

  • Parent Ordinary Shares means the ordinary shares, no par value per share, of Parent.

  • Parent Preferred Stock means the preferred stock, par value $0.01 per share, of Parent.

  • Qualified Capital Stock means any Capital Stock that is not Disqualified Capital Stock.

  • Capital Share means a share of any class or series of stock of the General Partner now or hereafter authorized other than a REIT Share.

  • Working Capital Shares shall have the meaning given in the Recitals hereto.

  • Parent Warrants has the meaning set forth in Section 5.3(a).

  • Treasury Capital Stock has the meaning assigned to such term in Section 6.04(a)(viii).

  • Senior Preferred Stock means the Series A Preferred Stock and the Series B Preferred Stock.

  • Surviving Corporation Common Stock has the meaning set forth in Section 1.7(a).

  • Excluded Capital Stock means:

  • Holdings Common Stock means the common stock of Holdings, par value $.01 per share.

  • Junior Preferred Stock means ML & Co.'s Series A Junior Preferred Stock, par value $1.00 per share.

  • Capital Shares Equivalents means any securities, rights, or obligations that are convertible into or exchangeable for or give any right to subscribe for any Capital Shares of the Company or any warrants, options or other rights to subscribe for or purchase Capital Shares or any such convertible or exchangeable securities.

  • Fully Diluted Company Shares means the total number of issued and outstanding shares of Company Common Stock, (a) after giving effect to the Company Preferred Stock or otherwise treating shares of Company Preferred Stock on an as-converted to Company Common Stock basis, and (b) treating all outstanding in-the-money Specified Company Warrants as fully vested and as if the Specified Company Warrants had been exercised for cash as of the Effective Time, but for the avoidance of doubt excluding any Company Securities described in Section 1.11(b).

  • Redeemable Capital Stock means any Capital Stock of the Company or any of its Subsidiaries that, either by its terms, by the terms of any security into which it is convertible or exchangeable or otherwise, (a) is or upon the happening of an event or passage of time would be required to be redeemed on or prior to the final stated maturity of the securities or (b) is redeemable at the option of the holder thereof at any time prior to such final stated maturity or (c) is convertible into or exchangeable for debt securities at any time on or prior to such final stated maturity.

  • Amalco Common Shares means the common shares in the capital of Amalco;

  • New Preferred Stock means the Convertible Series A Preferred Stock and the Series B Preferred Stock.