Share Exchange Documents definition

Share Exchange Documents shall have the meaning set forth in Section 5.01.
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Share Exchange Documents means the (i) the exchangeable share support agreement to be entered as of the date hereof among the Rollover Holders, the Purchaser, 1504950 B.C. Unlimited Liability Company, Celer Inc. and Bit Digital, Inc., as the same may be amended, supplemented or otherwise modified from time to time in accordance with the terms thereof and (ii) the shareholder rights agreement entered into as of the date hereof among the Rollover Holders, the Purchaser, 1504950 B.C. Unlimited Liability Company, Celer Inc. and Bit Digital, Inc., as the same may be amended, supplemented or otherwise modified from time to time in accordance the terms thereof;
Sample 1

Examples of Share Exchange Documents in a sentence

  • This guarantee and the Share Exchange Documents constitute the entire agreement between the Creditors and the Guarantor with respect to the subject matter hereof and cancels and supersedes any prior understandings and agreements between them with respect thereto.

  • The Share Exchange Documents to be executed and delivered by Rainwire have been or will be, as the case may be, duly executed and delivered by Rainwire and constitute or will constitute the legal, valid and binding obligations of Rainwire, enforceable in accordance with their respective terms, except as may be limited by bankruptcy, insolvency, or other laws affecting creditors' rights generally, or as may be modified by a court of equity.

  • The Share Exchange Documents to be executed and delivered by Oasis have been or will be, as the case may be, duly executed and delivered by Oasis and constitute or will constitute the legal, valid and binding obligations of Oasis, enforceable in accordance with their respective terms, except as may be limited by bankruptcy, insolvency, or other laws affecting creditors' rights generally, or as may be modified by a court of equity.

  • Rainwire has the full power and authority necessary to (a) execute, deliver and perform its obligations under the Share Exchange Documents to be executed and delivered by it, and (b) carry on its business as it has been and is now being conducted and to own and lease the properties and assets which it now owns or leases.

  • The execution, delivery and performance of the Share Exchange Documents to be executed and delivered by Rainwire have been duly authorized by all necessary corporate action by Rainwire.

  • The execution, delivery and performance of the Share Exchange Documents to be executed and delivered by LUMMI will be duly authorized by all necessary corporate action by LUMMI.

  • The Share Exchange Documents constitute the legal, valid and binding obligations of the YWH, and are enforceable against YWH in accordance with their respective terms, except as such enforcement is limited by bankruptcy, insolvency and other similar laws affecting the enforcement of creditors’ rights generally and by general principles of equity.

  • The execution, delivery and performance of the Share Exchange Documents to be executed and delivered by Armitec have been duly authorized by all necessary corporate action by Armitec.

  • The Share Exchange Documents to be executed and delivered by Armitec have been or will be, as the case may be, duly executed and delivered by Armitec and constitute or will constitute the legal, valid and binding obligations of Armitec, enforceable in accordance with their respective terms, except as may be limited by bankruptcy, insolvency, or other laws affecting creditors' rights generally, or as may be modified by a court of equity.

  • LUMMI has the full power and authority necessary to (a) execute, deliver and perform its obligations under the Share Exchange Documents to be executed and delivered by it, and (b) carry on its business as it has been and is now being conducted and to own and lease the properties and assets which it now owns or leases.

Related to Share Exchange Documents

  • Share Exchange Agreement has the meaning specified in the Recitals.

  • Share Exchange has the meaning set forth in Section 2.1.

  • Bank Merger Agreement has the meaning set forth in Section 6.10.

  • Merger Documents shall have the meaning assigned to it in Section 2.6 hereof.

  • Contemplated Transactions all of the transactions contemplated by this Agreement, including:

  • Merger Transactions means the Merger and the other transactions relating thereto or contemplated by the Merger Agreement.

  • Merger Agreement has the meaning set forth in the Recitals.

  • Transaction Documents means this Agreement, the Warrants, all exhibits and schedules thereto and hereto and any other documents or agreements executed in connection with the transactions contemplated hereunder.

  • Shareholder Agreements has the meaning set forth in the recitals to this Agreement.

  • Transaction Agreements means the Securities Purchase Agreement, the Debentures, the Joint Escrow Instructions, the Security Agreement, the Registration Rights Agreement, and the Warrants and includes all ancillary documents referred to in those agreements.

  • Exchange Transaction means an exchange of Units for Common Units pursuant to, and in accordance with, the Exchange Agreement or, if the Issuer and the exchanging Limited Partner shall mutually agree, a Transfer of Units to the Issuer, the Partnership or any of their subsidiaries for other consideration.

  • First Merger has the meaning set forth in the Recitals.

  • Equity Line Transaction Documents means this Agreement and the Registration Rights Agreement.

  • Merger Transaction means any merger, acquisition or similar transaction involving a recapitalization as contemplated by Rule 10b-18(a)(13)(iv) under the Exchange Act.

  • Closing Transactions has the meaning set forth in Section 11.8(a) of these Bylaws.

  • Formation Transactions means the transactions contemplated by this Agreement and the other Formation Transaction Documentation.

  • Share Exchange Event shall have the meaning specified in Section 14.07(a).

  • Pre-Exchange Transfer means any transfer or distribution in respect of one or more Common Units (i) that occurs prior to an Exchange of such Common Units, and (ii) to which Section 743(b) or 734(b) of the Code applies.

  • Buyer Documents has the meaning set forth in Section 5.2.

  • Bidding Documents means the set of Bidding Documents that preceded the placement of the Contract of which these GCC form a part, which were sold or issued by the Purchaser to potential Bidders, and in which the specifications, terms and conditions of the proposed procurement were prescribed.

  • Purchaser Documents has the meaning set forth in Section 6.2.

  • Acquisition Transactions means the transactions contemplated by the Acquisition Agreement.

  • Restructuring Documents means, collectively, the documents and agreements (and the exhibits, schedules, annexes and supplements thereto) necessary to implement, or entered into in connection with, this Plan, including, without limitation, the Plan Supplement, the Exhibits, the Plan Schedules, the Amended/New Organizational Documents, the Exit Facility Loan Documents, and the Plan Securities and Documents.

  • Other Transaction Documents means the Transaction Documents other than this Agreement.

  • Reorganization Transactions shall have the meaning set forth in the Recitals.

  • Restructuring Transactions means the transactions described in Article IV.B of the Plan.