Private Placement Share Purchase Agreement definition

Private Placement Share Purchase Agreement shall have the meaning given in the Recitals hereto.
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Private Placement Share Purchase Agreement is defined in the recitals to this Agreement.
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Private Placement Share Purchase Agreement shall have the meaning given in the Recitals hereto. “Pro Rata” shall have the meaning given in subsection 2.1.4.
Sample 1

Examples of Private Placement Share Purchase Agreement in a sentence

  • The Company shall not take any action or omit to take any action which would cause a breach of any of the Letter Agreement or the Private Placement Share Purchase Agreement and will not allow any amendments to, or waivers of, such Letter Agreement or the Private Placement Share Purchase Agreement without the prior written consent of the Representatives.

  • On the Effective Date, the Company shall have delivered to the Representatives executed copies of the Trust Agreement, the Warrant Agreement, Letter Agreement, the Private Placement Share Purchase Agreement and the Registration Rights Agreement.

  • The Company shall not take any action or omit to take any action which would cause a breach of any of the Letter Agreement or the Private Placement Share Purchase Agreement and will not allow any amendments to, or waivers of, such Letter Agreement or the Private Placement Share Purchase Agreement without the prior written consent of the Representative.

  • Simultaneously with the closing of the Over-allotment Option, Sponsor A shall purchase from the Company in a private placement (the “Additional Private Placement”) pursuant to the Private Placement Share Purchase Agreement an additional number of Placement Shares (up to a maximum of 36,000 additional Placement Shares) (the “Additional Placement Shares”), at a purchase price of $10.00 per Additional Placement Share.

  • Simultaneously with the closing of the Over-allotment Option, the Sponsor shall purchase from the Company in a private placement (the “Additional Private Placement”) pursuant to the Private Placement Share Purchase Agreement an additional number of Placement Shares (up to a maximum of 51,000 additional Placement Shares) (the “Additional Placement Shares”), at a purchase price of $10.00 per Additional Placement Share.

  • On the Effective Date, the Company shall have delivered to the Representative executed copies of the Trust Agreement, the Warrant Agreement, Letter Agreement, the Private Placement Share Purchase Agreement, the Registration Rights Agreement, and the Business Combination Marketing Agreement.

  • The Company and the Sponsor have executed and delivered a Unit and Restricted Private Placement Share Purchase Agreement, the form of which is annexed as an exhibit to the Registration Statement (the “Sponsor Purchase Agreement”), pursuant to which the Sponsor will, among other things, on the Closing Date consummate the purchase of and deliver the purchase price for the Placement Units and Restricted Private Placement Shares to be sold to the Sponsor as provided in the Sponsor Purchase Agreement.

  • The Ordinary Shares and the Forward Purchase Shares have been duly and validly authorized and, when issued and delivered against payment therefor as provided herein, in the Private Placement Share Purchase Agreement or in the Forward Purchase Agreement, as applicable, will be duly and validly issued, fully paid and non-assessable and free of statutory and contractual preemptive rights, resale rights, rights of first refusal and similar rights.

  • Simultaneously with the Closing, TradeUP Global Sponsor LLC, the sponsor of the Company (the “Sponsor”) shall purchase from the Company pursuant to the Private Placement Share Purchase Agreement (as defined in Section 2.23.2 hereof) an aggregate of 215,000 Class A ordinary shares (the “Placement Shares”) at a purchase price of $10.00 per Placement Share in a private placement (the “Private Placement”).

  • In addition, a court may, but need not, consider "the contribution of each of the parties in the acquisition, preservation or appreciation in value of their respective estates and the contribution of each of the parties as a homemaker to the family unit." Id. Thus, § 34 "contains fourteen mandatory factors which the judge must consider, and four discretionary factors which the judge may consider." Bowring v.

Related to Private Placement Share Purchase Agreement

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

  • Private Placement Shares shall have the meaning given in the Recitals hereto.

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

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

  • Private Placement Units shall have the meaning given in the Recitals hereto.

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

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

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

  • 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.

  • Private Placement (or “limited offering”) means an offering that is exempt from registration under the 1933 Act pursuant to Section 4(2) or Section 4(6) of the 1933 Act or pursuant to rule 504, rule 505 or rule 506 under the 1933 Act.

  • Private Placement Lock-up Period means, with respect to Private Placement Warrants that are held by the initial purchasers of such Private Placement Warrants or their Permitted Transferees, and any of the Ordinary Shares issued or issuable upon the exercise or conversion of the Private Placement Warrants and that are held by the initial purchasers of the Private Placement Warrants or their Permitted Transferees, the period ending 30 days after the completion of the Company’s initial Business Combination.

  • 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.

  • 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.

  • 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.

  • 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 Transaction means a “limited offering” as defined from time to time in Rule 17j-l under the 1940 Act or any applicable successor provision. Currently, this means an offering exempt from registration under the Securities Act of 1933 pursuant to Section 4(2) or 4(6) or Rule 504, 505 or 506 under that Act, including hedge funds.

  • Additional Purchased Securities Securities provided by Seller to Buyer pursuant to Paragraph 4(a) hereof;

  • 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.

  • 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.

  • 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.

  • 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.

  • 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.

  • Initial Purchase Agreement means the Purchase Agreement (including the related Blanket Endorsement, Initial Xxxx of Sale and any attachments thereto) substantially in the form of Attachment A hereto (of which these Master Terms form a part by reference), to be executed by VL Funding, the VL Funding Eligible Lender Trustee on behalf of VL Funding, Funding and the Interim Eligible Lender Trustee on behalf of Funding, which shall certify that the representations and warranties made by VL Funding as set forth in Sections 5(A) and (B) and by the Servicer as set forth in Section 5(C) of these Master Terms are true and correct as of the Closing Date.

  • 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.

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

  • Placement Agent Warrants shall have the meaning set forth in the Subscription Agreement.