Units Buyer definition

Units Buyer shall have the meaning set forth in Section 2.02(c).
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Units Buyer has the meaning set forth in Section 8.2.3.
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Examples of Units Buyer in a sentence

  • Notwithstanding anything to the contrary in this Agreement, the Units Buyer may deduct and withhold from the amounts otherwise payable pursuant to this Agreement such amounts as necessary to comply with the Internal Revenue Code of 1986, as amended (the "Code"), or any other provision of applicable law, with respect to the making of such payment.

  • Notwithstanding anything to the contrary in this Agreement, the Units Buyer may deduct and withhold from the amounts otherwise payable pursuant to this Agreement such amounts as necessary to comply with the Internal Revenue Code of 1986, as amended, or any other provision of applicable law, with respect to the making of such payment.

  • In lieu of delivery of Additional Units or Additional Cash to supplement the Purchase Price Units, Buyer shall have the alternate option to pay the entire value of the Purchase Price Units based on the Closing Date Price in cash (the “All Cash Payment”), provided that Buyer makes the All Cash Payment in full within ten (10) business days following an election by Seller to rescind as provided above.

  • Such shares of Company Common Stock shall be issued by the Company in lieu of such number of OP Units Buyer would otherwise be entitled to purchase under Section 4.1(a) hereof.

  • In acquiring the Member Interests and the Subject Common Units, Buyer is not offering or selling, and shall not offer or sell the Member Interests or the Subject Common Units, in connection with any distribution of any of such Member Interests or Subject Common Units, and Buyer has no participation and shall not participate in any such undertaking or in any underwriting of such an undertaking except in compliance with applicable federal and state securities Laws.

  • Upon exercise of its participation rights under this Section 4.1 by Buyer in connection with the issuance by the Company of OP Units, Buyer shall have the right to purchase, and, upon such exercise, the Company will be required to issue to Buyer, the number of shares of Company Common Stock equal to the number of OP Units Buyer is entitled to purchase under Section 4.1(a) hereof.

  • The General Partner shall execute a direction letter to cause the Merger Consideration received for the Exchanged Units under the Merger Agreement to be paid directly to Seller and, if any Merger Consideration is received by Buyer or the General Partner for the Exchanged Units, Buyer or the General Partner, as applicable, shall hold such consideration in trust and for the benefit of Seller and shall transfer such Merger Consideration to Seller or Seller Holdco as promptly as possible after the Closing.

  • Buyer is in compliance in all material respects with the applicable listing and corporate governance rules and regulations of NASDAQ, including the requirements for continued listing of the Buyer Units, Buyer Common Shares and Buyer Public Warrants on NASDAQ, and, there are no Proceedings pending or, to the Knowledge of Buyer, threatened against Buyer with respect thereto.

  • Buyer, by closing on the purchase of the Units, shall be deemed to represent and warrant to Seller that in deciding to purchase the Units, Buyer relied solely on Buyer’s independent inspection of the Units and the Condominium as well as the conversion inspection reports included in the Prospectus.

  • Within thirty days after January 1, 2001, or such later date as Buyer shall reasonably designate (based upon a delayed completion of the initial Units), Buyer shall pay Seller a mobilization payment of One Hundred Ten Thousand Dollars ($110,000).

Related to Units Buyer

  • Company Shareholder means a holder of Company Shares.

  • 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.

  • 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.

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

  • Parent Share Price means the average of the volume weighted averages of the trading prices of Parent Common Shares on NYSE (as reported by Bloomberg L.P. or, if not reported therein, in another authoritative source mutually selected by Parent and the Company in good faith) on each of the 20 consecutive trading days ending on (and including) the trading day that is two trading days prior to the Closing Date.

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

  • Transferred Shares means all or any portion of a Member’s Shares that the Member seeks to Transfer.

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

  • 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.

  • 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.

  • Company Stockholder means the holder of either a share of Company Common Stock or a share of Company Preferred Stock.

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

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

  • Management Shares means a management share in the capital of the ICAV which shall have the right to receive an amount not to exceed the consideration period for such Management Share.

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

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

  • Closing Purchase Price shall have the meaning ascribed to such term in Section 2.1(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Target Shares means all the issued and unconditionally allotted share capital in the Target and any further shares in the capital of the Target which may be issued or unconditionally allotted pursuant to the exercise of any outstanding subscription or conversion rights or otherwise together with all related rights.

  • Principal Stockholder Transferee means any Person who acquires voting stock of the Corporation from the Principal Stockholder (other than in connection with a public offering) and who is designated in writing by the Principal Stockholder as a “Principal Stockholder Transferee.”

  • Buyer has the meaning set forth in the preamble.

  • Acquireco has the meaning ascribed thereto in the recitals.

  • Existing Shareholder means any Person that is a holder of Ordinary Shares as of December 8, 2017.

  • Purchaser Parent has the meaning set forth in the Preamble.

  • Company Share means one share of common stock of the Company, $0.01 par value per share.

  • Closing Stock Consideration means a number of shares of Parent Common Stock equal to (a) the Stock Consideration, minus (b) any shares of Parent Common Stock used to fund the SC Escrow Amount.

  • Company Shareholders means holders of Company Shares.