Examples of Purchase Consideration Shares in a sentence
Teepakorn Lojanagosin 72 72 Purchase Consideration Shares at issue price of US$1, to be allotted as fully-paid 298/64-65 Pitsanulok Soi-3 Dusit Bkk.
Purchaser has the absolute and unrestricted right, power and authority to enter into and to perform its obligations under this Agreement; and the execution, delivery and performance by Purchaser of this Agreement, and the authorization, issuance (or reservation for issuance) and delivery of the Purchase Consideration Shares have been duly authorized by all necessary action on the part of Purchaser and its Board.
The Purchase Consideration Shares shall be subject to, and the Seller will become a party to, (i) the ROFR Agreement; (ii) the Voting Agreement; (iii) the Adoption Agreement; and (iv) the Observer Agreement by executing and delivering to Buyer (A) counterpart signature pages to each of the ROFR Agreement and the Voting Agreement, respectively, (B) the Adoption Agreement, and (C) the Observer Agreement.
Deliver to the Seller an opinion of Buyer’s legal counsel or other written certification reasonably acceptable to the Seller confirming that the Purchase Consideration Shares are duly authorized, validly issued, fully paid and free of any third party rights.
The aggregate consideration for the transfer of the Sale Shares from the Vendors to the Holdco shall be US$1 per Sale Share, which shall be fully satisfied by the allotment and issuance of an aggregate of 16,644 ordinary shares in the Holdco at an issue price of US$1 per share, credited as fully paid up otherwise than in cash, to the Vendors and/or its/their nominees, in such proportion as specified against each of its name in Schedule 1 ("Purchase Consideration Shares").
Seller further covenants and agrees that it will use its best efforts to cause its officers or directors to not authorize, approve or take any action that would result in a dissolution, liquidation or winding-up of the Seller or a distribution of beneficial interests in the Purchase Consideration Shares until an IPO or Change in Control.
Deliver in favour of the Seller 2,683,140 Purchase Consideration Shares, equivalent to eighty percent (80%) of the Purchase Consideration Shares.
Of the Purchase Consideration Shares, 99% will be allocated to the URN Ltd.
Except for the Vendors’ rights under this Agreement, no Person has any written or oral agreement, option or warrant or any right or privilege (whether by Law, pre-emptive or contractual) capable of becoming such for the purchase or acquisition from the Purchaser of any of the Purchase Consideration Shares.
Other than for the prior approval of NYSE Amex, no further approval or authorization of any stockholder, the board of directors of the Purchaser or others is required for the issuance and sale of the Purchase Consideration Shares.