Purchaser Warranties shall have the meaning ascribed to the term in Clause 8.1;
Seller Warranties shall have the meaning ascribed to the term in Clause 7.1.
Purchaser’s Warranties means the warranties of the Purchaser set out in Clause 6.2 and Schedule 2;
Seller’s Warranties means Seller’s representations and warranties set forth in Section 9.2 and the Closing Documents executed by Seller, as such representations and warranties may be deemed modified or waived by Buyer pursuant to the terms of this Agreement.
Tax Warranties means the warranties contained in Part 2 of Schedule 8;
Representations and Warranties means the representations and warranties mentioned in Clause 4 hereto;
Fundamental Representations and Warranties means the representations and warranties contained in Sections 3.1, 3.2, 3.6, 4.1 and 4.
Fundamental Warranties means the representations and warranties of Group Companies set forth in Sections 4.1 (Organization, Standing and Qualification), 4.2 (Capitalization and Other Particulars of the Group Companies), 4.3 (Due Authorization), 4.4 (Valid Issuance of Purchased Shares), 4.5 (No Conflicts), 4.6 (Compliance with Law; Licenses), 4.8 (Financial Statements) and 4.19 (Taxes).
Purchaser Warrants means Purchaser Private Warrants and Purchaser Public Warrants, collectively.
Representations means the written Representations and Warranties provided by Borrower to Silicon referred to in the Schedule.
Warranties - means collectively any and all warranties (if any) given by the Bidder in terms of this agreement.
Shareholder Agreements has the meaning set forth in the recitals to this Agreement.
Newco Shares means the common shares in the capital of Newco;
Major Shareholders Means a person who has an interest or interests in one or more
Existing Shareholder means any Person that is a holder of Ordinary Shares as of December 8, 2017.
Common Shareholders means the registered and/or beneficial holders of the Common Shares, as the context requires.
Company Shareholders means holders of Company Shares.
Subco Shares means the common shares in the capital of Subco;
Ordinary Shareholder means a holder of ordinary shares;
Existing Shareholders means the officers, directors and shareholders of the Company prior to the Offering; (c) “Initial Ordinary Shares” shall mean all of the Ordinary Shares owned by an Existing Shareholder prior to the Offering (and shall include any Ordinary Shares issued as dividends with respect to such shares); (d) “Public Shareholders” shall mean the holders of securities issued in the Offering; (e) “Trust Account” shall mean the trust account established for the benefit of the Public Shareholders into which a portion of the net proceeds of the Offering will be deposited; and (f) the “Extended Period” shall mean the additional 12-month period to approve a Business Combination as more specifically described in the Registration Statement.
Shareholder Agreement has the meaning set forth in the Recitals.
Shareholder Data means the transaction data with respect to Shareholders in a Fund requested by Company that a Financial Intermediary, for access and use by Company in the 22c-2 System, (i) delivers to BNYM by a Designated Method, or (ii) delivers to Company and is inputted into the Company Database by Company.
Merger Shares has the meaning set forth in Section 2.2(c).
unanimous shareholder agreement means either: (i) a lawful written agreement among all the shareholders of the Corporation, or among all the shareholders and one or more persons who are not shareholders; or (ii) a written declaration of the registered owner of all of the issued shares of the Corporation; in each case, that restricts, in whole or in part, the powers of the directors to manage, or supervise the management of the business and affairs of the Corporation, as from time to time amended.
Purchaser Fundamental Representations means the representations and warranties of Purchaser set forth in Section 4.01, Section 4.02, Section 4.03 and Section 4.07.
Company Shareholder means a holder of Company Shares.