Purchaser Holdco definition

Purchaser Holdco means Xxx Xxxx Pharmaceutical Group Investments Limited ( 銳 康 藥 業 集 團 投 資 有 限 公 司 ), a company incorporated in the Cayman Islands and continued in Bermuda with limited liability whose shares are listed on GEM (Stock code: 8037) and the holding company of the Purchaser.
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Purchaser Holdco has the meaning set forth in Section 2.2. “Purchaser Indemnified Parties” has the meaning set forth in Section 8.2(a). “Purchaser Intellectual Property Agreements” means the intellectual property agreement to be entered into between the Company and the Purchaser in the form attached hereto as Exhibit F, which provides for certain arrangements concerning Intellectual Property between the Company and the Purchaser. “Purchaser Required Approvals” means the approvals or authorizations of, filings and registrations with, and notifications to, all Governmental Entities required for the Purchaser to complete the Contemplated Transactions, including the CFIUS Approval, the approvals of the National Development and Reform Commission of the PRC and the Ministry of Commerce of the PRC. “Purchaser Restructuring” has the meaning set forth in Section 5.7. “Receivables” means, with respect to a Party (or a Relevant Group), any and all accounts receivable, notes and other amounts receivable from third parties, including customers and employees, arising from the conduct of its Business before the Closing, whether or not in the Ordinary Course, together with any unpaid financing charges accrued thereon. “Reference Date” means September 30, 2009. “Refinancing” has the meaning set forth in Section 2.3(b)(i). “Registered” means issued by, registered or filed with, renewed by or the subject of a pending application before any Government Entity or Internet domain name registrar. 11
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Purchaser Holdco has the meaning provided in the Preamble to this Agreement.
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Examples of Purchaser Holdco in a sentence

  • Each Seller shall receive its pro rata share of the Cash Consideration (taking into account any decrease to the Cash Consideration payable to such Seller in accordance with Section 2.4.1) and be deemed to have received its pro rata share of the Purchaser Holdco Class A Units based upon the proportion that the Allocated Purchase Price of each of the Hotel Assets owned by such Seller bears to the sum of all Allocated Purchase Prices (such Seller’s “Pro Rata Share”).

  • Nondiscrimination in Federally-Assisted Programs of the Department of Agriculture – Effectuation of Title VI of the Civil Rights Act of 1964.

  • Nothing herein shall be construed to modify or limit any offset rights with respect to breach of obligations by Sellers hereunder expressly set forth in the Purchaser Holdco Operating Agreement.

  • Prior to Closing, notwithstanding the deemed distribution of Purchaser Holdco Class A Units for purposes of calculating each Seller’s Pro Rata Share, Sellers will provide a notice to Purchaser specifying the amount of Purchaser Holdco Class A Units to be issued to each Class A Holder.

  • The Purchaser shall be liable for and shall indemnify the Seller in accordance with Article VIII hereof for all Taxes imposed on the Seller Group or the Company or any of its Subsidiaries in connection with the Purchaser Restructuring, including without limitation the transfer or license of Business Intellectual Property to Purchaser Holdco without consideration, and the transfer of a 49% interest in Purchaser Holdco to the Seller.

  • Purchaser does not hold its interest in the registered capital of Purchaser Holdco for any other Person pursuant to any Contract.

  • There are no voting trusts, proxies or Contracts in effect with respect to the voting or transfer of any of the equity interests in Purchaser Holdco.

  • Purchaser and Purchaser Holdco shall not adopt a position inconsistent with the foregoing or contest such holding period for any reason, and each of Purchaser and Purchaser Holdco shall use its reasonable efforts to cooperate with the Sellers in any efforts such Seller may undertake to assert such holding period in connection with the future sale of the Consideration Shares issued pursuant to this Agreement or any other purpose.

  • Upon consummation of the Contemplated Transactions, the Company will own all of the issued and outstanding registered capital of Purchaser Holdco free and clear of all Encumbrances.

  • The Target Company shall have received a copy of the Registration Rights Agreement, duly executed by the Purchaser, Holdco and the Significant Company Holders.


More Definitions of Purchaser Holdco

Purchaser Holdco has the meaning set forth on the first page of this Agreement.
Sample 1
Purchaser Holdco means Net1 UEPS Technologies, Inc., a corporation duly incorporated in accordance with the laws of the State of Florida, United States of America, which shares of common stock are publicly traded on the NASDAQ;
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Purchaser Holdco has the meaning set forth in Section 2.2.
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Purchaser Holdco means Lesaka Technologies, Inc., IRS Employer Identification Number 00-0000000, a corporation duly incorporated in accordance with the laws of the State of Florida, United States of America, which shares of common stock are publicly traded on the NASDAQ (NASDAQ share code: LSAK) and Johannesburg Stock Exchange (JSE share code: LSK);
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Purchaser Holdco means the Purchaser’s wholly-owned direct Subsidiary, Project Taste Intermediate LLC, a Delaware limited liability company.
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Purchaser Holdco means ·, a corporation incorporated under the laws of the Province of British Columbia and a wholly-owned subsidiary of the Purchaser;
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Related to Purchaser Holdco

  • Principal Stockholder Transferee means any Person who acquires voting stock of the Corporation from the Principal Stockholder (other than in connection with a public offering) and who is designated in writing by the Principal Stockholder as a “Principal Stockholder Transferee.”

  • Acquisition Shares means each class of shares of beneficial interest of an Acquiring Fund to be issued to the corresponding Target Fund in a reorganization under this Agreement.

  • Purchaser Parent has the meaning set forth in the Preamble.

  • Purchaser Shares means the common shares in the capital of the Purchaser.

  • Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.

  • Co-Investor means any of (a) the assignees, if any, of the equity commitments of any Sponsor who become holders of Equity Interests in the Borrower (or any of the direct or indirect parent companies of the Borrower) on the Original Closing Date in connection with the acquisition of the Company by the Sponsor and (b) the transferees, if any, that acquire, within 90 days of the Original Closing Date, any Equity Interests in the Borrower (or any of the direct or indirect parent companies of the Borrower) held by any Sponsor as of the Original Closing Date.

  • Initial Shareholder means any beneficial owner of the Company’s unregistered securities.

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

  • Selling Stockholder means any Stockholder owning Registrable Shares included in a Registration Statement.

  • Seller Shares means all shares of Common Stock of the Company owned as of the date hereof or hereafter acquired by a Common Holder, as adjusted for any stock splits, stock dividends, combinations, subdivisions, recapitalizations and the like.

  • Selling Shareholder has the meaning set forth in Section 3.04(a).

  • Stockholder Group means the Stockholder and each Person (other than any member of the Company Group) that is an Affiliate of the Stockholder.

  • Holdco Shares means the ordinary shares of HoldCo with a par value of US$0.0001 per share.

  • Holdco has the meaning set forth in the Preamble.

  • Selling Member has the meaning set forth in Section 10.5(a).

  • Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).

  • Principal Stockholders CERTAIN TRANSACTIONS," "DESCRIPTION OF SECURITIES," and "SHARES ELIGIBLE FOR FUTURE SALE" have been reviewed by such counsel, and insofar as they refer to statements of law, descriptions of statutes, licenses, rules or regulations or legal conclusions, are correct in all material respects;

  • Other Selling Stockholders means persons other than Holders who, by virtue of agreements with the Company, are entitled to include their Other Shares in certain registrations hereunder.

  • Buyer Parent has the meaning set forth in the Preamble.

  • Selling Stockholders means Purchaser and any other purchaser of Units in the Offering, and their respective successors and assigns.

  • Principal Stockholder means any person who individually or in concert with his spouse and

  • Principal Shareholder means any corporation, Person or other entity which is the beneficial owner, directly or indirectly, of five percent (5%) or more of the outstanding Shares of all outstanding classes or series and shall include any affiliate or associate, as such terms are defined in clause (ii) below, of a Principal Shareholder. For the purposes of this Section, in addition to the Shares which a corporation, Person or other entity beneficially owns directly, (a) any corporation, Person or other entity shall be deemed to be the beneficial owner of any Shares (i) which it has the right to acquire pursuant to any agreement or upon exercise of conversion rights or warrants, or otherwise (but excluding share options granted by the Trust) or (ii) which are beneficially owned, directly or indirectly (including Shares deemed owned through application of clause (i) above), by any other corporation, Person or entity with which its “affiliate” or “associate” (as defined below) has any agreement, arrangement or understanding for the purpose of acquiring, holding, voting or disposing of Shares, or which is its “affiliate” or “associate” as those terms are defined in Rule 12b-2 of the General Rules and Regulations under the Securities Exchange Act of 1934, and (b) the outstanding Shares shall include Shares deemed owned through application of clauses (i) and (ii) above but shall not include any other Shares which may be issuable pursuant to any agreement, or upon exercise of conversion rights or warrants, or otherwise.

  • Purchaser/ User means ultimate recipient of goods and services

  • Shares Acquisition Date means the first date of public announcement by the Company or an Acquiring Person that an Acquiring Person has become such.

  • Transferring Stockholder has the meaning assigned to such term in Section 3.4(a).

  • Company Shareholder means a holder of Company Shares.