Share Closing definition

Share Closing has the meaning specified in Section 1.1 of this Agreement.
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Share Closing shall have the meaning set forth in Section 2.3(a) hereof.
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Share Closing has the meaning set forth in Section 2.04 of the Share Purchase Agreement.
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Examples of Share Closing in a sentence

  • The Purchaser shall deliver to the Company at the Share Closing, which shall be held at the business headquarters of the Company, the Offered Securities in due and proper form for transfer, against payment of the purchase price by the Company.

  • All of the representations and warranties contained herein shall survive the Class B Share Closing and the FPS Closing.

  • All action on the part of the shareholders, directors and officers of the Company necessary for the execution and delivery of this Agreement, the performance of all obligations of the Company under this Agreement to be performed as of the Class B Share Closing and the FPS Closing, and the issuance and delivery of the Securities and the securities issuable upon conversion or exercise of the Securities has been taken or will be taken prior to the Class B Share Closing and the FPS Closing, as applicable.

  • All corporate action required to be taken by the Company’s Board of Directors and shareholders in order to authorize the Company to enter into this Agreement, and to issue the Securities at the Class B Share Closing and the FPS Closing, and the securities issuable upon conversion or exercise of the Securities, has been taken or will be taken prior to the Class B Share Closing and the FPS Closing, as applicable.

  • Compute an adjusted Average Per Share Closing Price for the five trading days during the 10-day period ending 01/01/2XX1.

  • On or after the Effective Time, any Certificates presented to the Exchange Agent, the Surviving Corporation or Adara for any reason shall be canceled and exchanged for the Per Share Closing Merger Consideration in accordance with the provisions of Article III.

  • Adara shall cause the Exchange Agent, pursuant to irrevocable instructions, to pay the Per Share Closing Merger Consideration out of the Exchange Fund in accordance with this Agreement.

  • The Per Share Closing Merger Consideration payable in connection with the conversion of the Company Common Stock in accordance with the terms hereof shall be deemed to have been paid and issued in full satisfaction of all rights pertaining to such Company Common Stock.

  • Adara will use its reasonable best efforts to cause the Per Share Closing Merger Consideration issued in connection with the Transactions to be approved for listing on the NYSE at Closing.

  • If such termination occurs after the valid completion of a closing pursuant to this Agreement (i.e., the Cash Closing, the Share Closing or the Cash Payment Option Closing, as applicable), such closing shall, without prejudice to potential damages, not be unwound, unless the cause of the termination affects the validity or legality of such closing.


More Definitions of Share Closing

Share Closing shall take place concurrently with the execution of this Agreement. At the Class B Share Closing, the Company will issue to the Purchaser the Class B Shares to be sold hereunder, each registered in the name of the Purchaser, against (and concurrently with) delivery of the Class B Purchase Price in cash via wire transfer to an account specified in writing by the Company no later than two (2) Business Days prior to the date hereof.
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Share Closing means completion of the share purchase transaction contemplated herein which shall occur immediately following completion of the Roll-In Transaction on the Closing Date; and
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Share Closing means the completion of the sale to and purchase by the Purchaser of the Purchased Shares under this Agreement;
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Share Closing means the completion of the Share Transaction pursuant to the Share Purchase Agreement;
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Related to Share Closing

  • Merger Closing means “Closing,” as that term is defined in the Merger Agreement.

  • Second Closing has the meaning set forth in Section 2.2.

  • Option Closing means the closing of the purchase and sale of the Option Shares pursuant to Section 2.2.

  • Put Closing shall have the meaning set forth in Section 2.3.8.

  • First Closing has the meaning set forth in Section 2.1(a).

  • Initial Closing shall have the meaning ascribed to such term in Section 2.1.

  • Option Closing Purchase Price shall have the meaning ascribed to such term in Section 2.2(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Purchased Stock means a right to purchase Common Stock granted pursuant to Article IV of the Plan.

  • Company Shareholders means holders of Company Shares.

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

  • Pre-Closing Period means any taxable period ending on or before the Closing Date.

  • Company Share Plans means, collectively, (i) the 2018 Share Incentive Plan of the Company, which replaced the Company’s 2010 Share Incentive Plan in its entirety, and (ii) the Post-IPO Share Incentive Plan of the Company.

  • Merger Closing Date the Closing Date (as defined in the Merger Agreement).

  • Time of Closing means 10:00 a.m. (Vancouver time) on the Closing Date, or such other time as the parties may mutually determine;

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

  • Third Closing shall have the meaning ascribed to such term in Section 2.1(c).

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

  • ASA Shares has the meaning set forth in 2.4(a).

  • Major Shareholders Means a person who has an interest or interests in one or more

  • Per Share Merger Consideration has the meaning set forth in Section 3.1(a).

  • Subsequent Closing has the meaning set forth in Section 3.2.

  • Target Shareholders means the holders of Target Shares;

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.

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

  • Common Shareholders means the registered and/or beneficial holders of the Common Shares, as the context requires.

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