Standby Purchaser Shares definition

Standby Purchaser Shares means those Standby Shares required to be purchased by the Standby Purchaser pursuant to section 2.3(b);
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Standby Purchaser Shares shall have the meaning set forth in the recitals hereof.
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Examples of Standby Purchaser Shares in a sentence

  • It shall take all action as may be required and appropriate so that the Common Shares issuable upon exercise of the Rights and the Standby Purchaser Shares have been conditionally approved for listing on the NYSE, subject to receipt of customary final documentation.

  • It shall take all action as may be required and appropriate so that the Rights, the Common Shares issuable upon exercise of the Rights and the Standby Purchaser Shares have been conditionally approved for listing on the TSX, subject to receipt of customary final documentation.

  • On such date, and upon payment being made by the Standby Purchasers in accordance with section 2.5, definitive certificates representing the number of Common Shares that is equal to the number of Standby Purchaser Shares to be purchased by the Standby Purchaser hereunder shall be delivered to the Standby Purchaser by ITP and such certificates shall be registered in the name of the Standby Purchaser.

  • The Standby Purchaser represents and warrants to and with ITP that it is acquiring the Standby Purchaser Rights Offering Shares and the Standby Purchaser Shares either as principal, for its own account, or as agent for a Managed Account, and, in either case, for investment only and not with a view to the sale or distribution thereof.

  • Subject to and in accordance with the terms hereof, on the Standby Closing Date, the Standby Purchaser shall pay, in immediately available funds by wire transfer to an account designated by ITP, or by certified cheque payable to ITP, the aggregate Subscription Price that is payable for the Standby Purchaser Shares to be purchased by it hereunder, in US Dollars, and ITP shall issue the Standby Purchaser Shares to the Standby Purchaser.

  • None of the Offered Shares or Standby Purchaser Shares will have been issued in violation of the preemptive rights of any security holders of the Company arising as a matter of law or under or pursuant to the Company’s articles of incorporation, as amended and restated, the Company’s bylaws, as amended, or any material agreement or instrument to which the Company is a party or by which it is bound.

  • All of the Standby Purchaser Shares will have been duly authorized for issuance prior to the Closing, and, when issued and distributed as set forth herein, will be validly issued, fully paid and non-assessable.

  • Maudore shall prepare and file with the SEC a registration statement on Form F-7 covering the registration under the 1933 Act of the Common Shares issuable upon the exercise of the Rights (excluding, for greater certainty, privately placed Standby Purchaser Rights Offering Shares and Standby Purchaser Shares pursuant to this Agreement).

  • There are no restrictions, promises, warranties, or undertakings, other than those set forth or referred to herein, with respect to the standby purchase commitments with respect to the Standby Purchaser Shares.

  • Their concerns, however, were addressed, and they are now actively engaged in promoting the document.Green Cross International formally endorsed the Earth Charter during its annual meeting held in June, 2000 in Geneva, Switzerland.

Related to Standby Purchaser Shares

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

  • Standby Purchaser shall have the meaning set forth in the preamble hereof.

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

  • Purchased Shares has the meaning set forth in Section 2.01.

  • Exchange Shares has the meaning set forth in Section 2.01(b).

  • Purchaser Warrants means Purchaser Private Warrants and Purchaser Public Warrants, collectively.

  • Acquired Shares has the meaning set forth in the Recitals.

  • Pubco Shares means fully paid and non-assessable common shares of Pubco to be issued to the Selling Shareholders by Pubco upon Closing on the basis of 10 Priveco Share for 12,380,951 Shares;

  • Subco Shares means the common shares in the capital of Subco;

  • 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.

  • Forward Purchase Shares shall have the meaning given in the Recitals hereto.

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

  • Subscribed Shares means, as of any date of determination, the Subscribed Shares (as defined in the recitals to this Subscription Agreement) and any other equity security issued or issuable with respect to the Subscribed Shares by way of stock split, dividend, distribution, recapitalization, merger, exchange, or replacement, and (ii) “Subscriber” shall include any person to which the rights under this Section 5 shall have been duly assigned.

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

  • 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.

  • Initial Shares means all of the outstanding shares of Common Stock issued prior to the consummation of the Company’s initial public offering.

  • New Shares means ordinary or common shares, whether of the entity or person (other than the Share Issuer) involved in the Merger Event or a third party, that are, or that as of the Merger Date are promptly scheduled to be, (i) publicly quoted, traded or listed on an exchange or quotation system located in the same country as the Exchange (or, where the Exchange is within the European Union, in any member of state of the European Union) or on another exchange acceptable to the Issuer and (ii) not subject to any currency exchange controls, trading restrictions or other trading limitations.

  • Purchased Securities has the meaning assigned in the Terms;

  • Amalco Shares means the common shares in the capital of Amalco;

  • Unsubscribed Shares means the Rights Offering Shares that have not been duly purchased by the Rights Offering Participants in accordance with the Rights Offering Procedures and the Plan.

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

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

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

  • Subscriber Shares means the Shares which the subscribers to the Instrument of the ICAV agree to subscribe for as more particularly hereinafter set forth after their names.

  • Subscription Shares has the meaning ascribed to it in Section 2.1.

  • Purchaser Securities means the Purchaser Units, the Purchaser Common Stock, the Purchaser Preferred Stock and the Purchaser Warrants, collectively.