Ubiquiti Cayman Share Charge definition

Ubiquiti Cayman Share Charge means the equitable charge over shares dated as of May 5, 2014, pursuant to which the Administrative Agent, for the benefit of the Secured Parties, is granted a security interest (or the equivalent under Cayman Islands law) in one-hundred percent (100%) of the Equity Interests of Ubiquiti Cayman.
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Ubiquiti Cayman Share Charge means the equitable charge over shares dated as of May 5, 2014, pursuant to which the Administrative Agent, for the benefit of the Secured Parties, is granted a security interest (or the equivalent under Cayman Islands law) in sixty-five percent (65%) of the Equity Interests of Ubiquiti Cayman. “Ubiquiti Global” means Ubiquiti Global Energy Limited, an exempted company incorporated under the laws of the Cayman Islands. “Ubiquiti Hong Kong” means Ubiquiti Networks International Limited, a company formed under the laws of the Hong Kong Special Administrative Region of the People’s Republic of China. “Ubiquiti Singapore” means Ubiquiti (Singapore) Pte Ltd., a company formed under the laws of Singapore. “UCC” means the Uniform Commercial Code as in effect in the State of New York. “UK Financial Institution” means any BRRD Undertaking (as such term is defined under the PRA Rulebook (as amended from time to time) promulgated by the United Kingdom Prudential Regulation Authority) or any person falling within IFPRU 11.6 of the FCA Handbook (as amended from time to time) promulgated by the United Kingdom Financial Conduct Authority, which includes certain credit institutions and investment firms, and certain affiliates of such credit institutions or investment firms. “UK Resolution Authority” means the Bank of England or any other public administrative authority having responsibility for the resolution of any UK Financial Institution. “Unadjusted Benchmark Replacement” means the applicable Benchmark Replacement excluding the related Benchmark Replacement Adjustment. “United States” means the United States of America. “USD LIBOR” means the London interbank offered rate for DollarsU.S. Government Securities Business Day” means any day except for (a) a Saturday, (b) a Sunday or (c) a day on which the Securities Industry and Financial Markets Association recommends that the fixed income departments of its members be closed for the entire day for purposes of trading in United States government securities; provided, that for purposes of notice requirements in Sections 2.3(a), 2.4(c), and 4.2, in each case, such day is also a Business Day. “U.S. Person” means any Person that is a “United States person” as defined in Section 7701(a)(30) of the Code. 36 142128979_6 170630523_7 “U.S. Tax Compliance Certificate” has the meaning assigned thereto in Section 4.11(g). “Xxxxx Fargo” means Xxxxx Fargo Bank, National Association, a national banking association. “Wholly-Owned” means,...
Sample 1
Ubiquiti Cayman Share Charge means the equitable charge over shares dated as of May 5, 2014, pursuant to which the Administrative Agent, for the benefit of the Secured Parties, is granted a security interest (or the equivalent under Cayman Islands law) in one-hundred percent (100%) of the Equity Interests of Ubiquiti Cayman.” has the meaning assigned thereto in the introductory paragraph to this Agreement. “Ubiquiti GlobalCayman Limited” means Ubiquiti Global EnergyCayman Limited, an exempted company incorporated under the laws of the Cayman Islands. “Ubiquiti Global Share Charge” means the equitable charge over shares dated as of June 29, 2018, pursuant to which the Administrative Agent, for the benefit of the Secured Parties, is granted a security interest (or the equivalent under Cayman Islands law) in one-hundred percent (100%) of the Equity Interests of Ubiquiti Global. “Ubiquiti Global” means Ubiquiti Global Energy Limited, an exempted company incorporated under the laws of the Cayman Islands. “Ubiquiti Hong Kong” means Ubiquiti Networks International Limited, a company formed under the laws of the Hong Kong Special Administrative Region of the People’s Republic of China. “Ubiquiti Hong Kong Guaranty” means the unconditional guarantee and indemnity governed by the laws of Hong Kong dated as of May 5, 2014 executed by Ubiquiti Hong Kong in favor of the Administrative Agent, for the ratable benefit of the Secured Parties. “Ubiquiti Hong Kong Share Mortgage” means the share mortgage governed by the laws of Hong Kong dated as of May 5, 2014 executed by the Cayman Borrower in favor of the Administrative Agent, pursuant to which the Administrative Agent, for the benefit of the Secured Parties, is granted a security interest (or the equivalent under Hong Kong law) in one-hundred percent (100%) of the Equity Interests of Ubiquiti Hong Kong. “Ubiquiti Hong Kong Charge over Accounts” means the charge over accounts and securities governed by the laws of Hong Kong dated as of May 5, 2014 executed by Ubiquiti Hong Kong in favor of the Administrative Agent pursuant to which the Administrative Agent, for the benefit of the Secured Parties, is granted a security interest (or the equivalent under Hong Kong law) in all deposit accounts, securities accounts and similar accounts and all cash and cash equivalents held therein. “Ubiquiti International Cayman Share Charge” means the equitable charge over shares dated as of May 5, 2014, pursuant to which the Administrative Agent, for the benefit of the...
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More Definitions of Ubiquiti Cayman Share Charge

Ubiquiti Cayman Share Charge means the equitable charge over shares dated as of May 5, 2014, pursuant to which the Administrative Agent, for the benefit of the Secured Parties, is granted a security interest (or the equivalent under Cayman Islands law) in sixty-five percent (65%) of the Equity Interests of Ubiquiti Cayman. “Ubiquiti Global” means Ubiquiti Global Energy Limited, an exempted company incorporated under the laws of the Cayman Islands. “Ubiquiti Hong Kong” means Ubiquiti Networks International Limited, a company formed under the laws of the Hong Kong Special Administrative Region of the People’s Republic of China. “Ubiquiti Singapore” means Ubiquiti (Singapore) Pte Ltd., a company formed under the laws of Singapore. “UCC” means the Uniform Commercial Code as in effect in the State of New York. “UK Financial Institution” means any BRRD Undertaking (as such term is defined under the PRA Rulebook (as amended from time to time) promulgated by the United Kingdom Prudential Regulation Authority) or any person falling within IFPRU 11.6 of the FCA Handbook (as amended from time to time) promulgated by the United Kingdom Financial Conduct Authority, which includes certain credit institutions and investment firms, and certain affiliates of such credit institutions or investment firms. “UK Resolution Authority” means the Bank of England or any other public administrative authority having responsibility for the resolution of any UK Financial Institution.
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Related to Ubiquiti Cayman Share Charge

  • Share Charge shall have the meaning provided in Section 5.06.

  • Per Share Cash Consideration has the meaning set forth in Section 3.01(a)(ii).

  • Per Share Cash Amount for purposes of this Section 2(b) means an amount equal to the sum of (I) the average of the closing price of the Common Stock for the 20 trading days immediately preceding the date of the Change in Control and (II) any cash dividend payable on a share of Common Stock during the 20 trading-day period described in the foregoing.

  • Per Share Consideration means (i) if the consideration paid to holders of the Common Stock consists exclusively of cash, the amount of such cash per share of Common Stock, and (ii) in all other cases, the volume weighted average price of the Common Stock as reported during the ten (10) trading day period ending on the trading day prior to the effective date of the applicable event. If any reclassification or reorganization also results in a change in shares of Common Stock covered by subsection 4.1.1, then such adjustment shall be made pursuant to subsection 4.1.1 or Sections 4.2, 4.3 and this Section 4.4. The provisions of this Section 4.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers. In no event will the Warrant Price be reduced to less than the par value per share issuable upon exercise of the Warrant.

  • Relevant Share Capital means the relevant share capital of the Company (as that expression is defined in Section 1047 of the 2014 Act);

  • Shares Pledge means the first priority pledge of the shares of and in each Borrower to be executed by the Shareholder in favour of the Security Trustee in such form as the Agent and the Majority Lenders may require in their sole discretion and in the plural means both of them;

  • Equity Share Capital means the total issued and paid-up equity share capital of the Company, calculated on a Fully Diluted Basis.

  • Hire Charge or “Hire Charges” means the rates and charges payable by You for the hire of the Equipment.

  • BVI means the British Virgin Islands.

  • Share Consideration has the meaning given to it in Section 2.2;

  • Exchangeable Share Consideration has the meaning provided in the Exchangeable Share Provisions.

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

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

  • Ordinary Share Capital means any issued and outstanding shares of the Company with voting or other rights of management and control and any outstanding securities of the Company that are convertible into such shares at the option of the holder;

  • Per Share Purchase Price equals $1.00, subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock that occur after the date of this Agreement.

  • Per Share Stock Consideration has the meaning set forth in Section 3.01(a)(i).

  • Topco has the meaning set forth in the Preamble.

  • Share Company means the Share Company specified in the Table.

  • Share Certificate means a certificate evidencing ownership of shares of Common Stock.

  • Shareholder Rights Plan means the amended and restated shareholder rights plan agreement dated as of November 10, 2015 between Parent and American Stock Transfer and Trust Company, LLC, as rights agent, as amended and restated as of April 18, 2016, as further amended, restated, succeeded or replaced from time to time, and any similar plan adopted from time to time;

  • Ordinary Shareholder means a holder of ordinary shares;

  • UK Debenture has the meaning assigned to that term Section 5.1(b).

  • Voting Share Capital means the total voting equity share capital of the Target Company on a fully diluted basis as of the tenth (10th) working day from the closure of the Tendering Period (as defined below) of the Open Offer; and

  • Lock-Up Shares has the meaning set forth in Section 4.1.

  • Charged Shares has the meaning assigned thereto in the definition of Charged Property;

  • Founder Shares Lock-up Period means, with respect to the Founder Shares, the period ending on the earlier of (A) one year after the completion of the Company’s initial Business Combination and (B) subsequent to the Business Combination, (x) if the closing price of the Common Stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the Company’s initial Business Combination or (y) the date on which the Company completes a liquidation, merger, capital stock exchange, reorganization or other similar transaction that results in all of the Company’s stockholders having the right to exchange their shares of Common Stock for cash, securities or other property.