Voting and Exchange Agreement definition

Voting and Exchange Agreement means the agreement dated June __, 2001 among ASPI, Acquiror, Target, the Trustee and the holders of the Amalco Exchangeable Shares.
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Voting and Exchange Agreement means the Voting and Exchange Trust Agreement as set out in Schedule I of the Arrangement.
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Voting and Exchange Agreement means the agreement dated June __, 2001 among Pubco, the Corporation, Target, the Trustee and the Holders of the Exchangeable Shares in connection with the Amalgamation.
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Examples of Voting and Exchange Agreement in a sentence

  • This Summary is qualified in its entirety by the terms of the enclosed Voting and Exchange Agreement.

  • The Solicitation is being made to you exclusively pursuant to this Summary and the enclosed Voting and Exchange Agreement.

  • To the extent this Summary conflicts with the enclosed Voting and Exchange Agreement, the terms of the enclosed Voting and Exchange Agreement control.

  • By executing and delivering the Voting and Exchange Agreement, you are appointing the persons named as your proxy to vote all of your Series B Preferred Shares "for" the Proposal.

  • If all of the holders of the Series B Preferred Shares execute and deliver a Voting and Exchange Agreement (in a form which is the same or substantially similar to this Agreement), the Company may, in its sole discretion, elect (the "Early Closing Option") to complete the Exchange without calling and holding the Special Shareholders Meeting and voting on the Proposal.

  • Option If all of the holders of the Series B Preferred Shares execute and deliver a Voting and Exchange Agreement, the Company may, in its sole discretion, elect (the "Early Closing Option") to complete the Exchange without calling and holding the Special Shareholders Meeting and voting on the Proposal.

  • The Exchangeable Shares will entitle the holders to dividends and other rights that are substantially economically equivalent to those of holders of KBL Common Stock, and holders of Exchangeable Shares will have the right, through the applicable Voting and Exchange Agreement, to vote at meetings of KBL stockholders.

  • If all of the holders of the Series A Preferred Shares execute and deliver a Voting and Exchange Agreement (in a form which is the same or substantially similar to this Agreement), the Company may, in its sole discretion, elect (the "Early Closing Option") to complete the Exchange without calling and holding the Special Shareholders Meeting and voting on the Proposal.

  • By executing and delivering the Voting and Exchange Agreement, you are appointing the persons named as your proxy to vote all of your Series A Preferred Shares "for" the Proposal.

  • If all of the holders of the Series A Preferred Shares execute and deliver a Voting and Exchange Agreement, the Company may, in its sole discretion, elect (the "Early Closing Option") to complete the Exchange without calling and holding the Special Shareholders Meeting and voting on the Proposal.


More Definitions of Voting and Exchange Agreement

Voting and Exchange Agreement means an agreement to be made between the Parent, the ExchangeCo and the Shareholder substantially in the form of attached to the Agreement, with such changes thereto as the parties hereto, acting reasonably, may agree. The Company and the Shareholder covenant with and represent and warrant to the Parent and the ExchangeCo as of the date of this Agreement and at the Closing Date as follows, and acknowledges that the Parent and the ExchangeCo are relying on such covenants, representations and warranties in entering into this Agreement:
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Voting and Exchange Agreement means the Voting and Exchange Agreement among Magna, MIEC and the Corporation dated as of December 30, 1999.
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Voting and Exchange Agreement means the Voting and Exchange Trust Agreement to be entered into at the Closing in the form of Exhibit D hereto.
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Voting and Exchange Agreement means the voting and exchange trust agreement dated as of July 27, 2000 between the Company, SMTC, SMTC Nova Scotia Company and CIBC Mellon Trust Company, for and on behalf of the holders of Exchangeable Shares;
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Related to Voting and Exchange Agreement

  • Voting and Exchange Trust Agreement means the voting and exchange trust agreement to be made among Parent, CallCo, the Company and the Share Trustee in connection with the Plan of Arrangement substantially in the form of Exhibit D to the Transaction Agreement, as may be amended, supplemented or otherwise modified from time to time in accordance with its terms.

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

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

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

  • Exchange Agreements means the GSK Exchange Agreement, the Pfizer Exchange Agreement and the SLP Exchange Agreement;

  • Voting Agreements has the meaning set forth in the Recitals.

  • Like-Kind Exchange means a section 1031 exchange that is subject to 26 U.S.C. sec. 1031.

  • Plan of Merger has the meaning set forth in Section 2.2.

  • Stockholder Agreement means the Stockholder Agreement, dated as of August 29, 2003, among the Company and its stockholders, as amended and in effect from time to time.

  • Securities Purchase Agreement means that certain securities purchase agreement, dated as of the Subscription Date, by and among the Company and the initial holders of the Notes pursuant to which the Company issued the Notes, as may be amended from time to time.

  • Business Combination Agreement shall have the meaning given in the Recitals hereto.

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

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

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

  • Preferred Stock Purchase Agreement means the Preferred Stock Purchase Agreement, dated September 7, 2008, between the Company and the United States Department of the Treasury.

  • Stock Purchase Agreement means the agreement between the Company and a Purchaser who acquires Shares under the Plan that contains the terms, conditions and restrictions pertaining to the acquisition of such Shares.

  • Transaction Agreement has the meaning set forth in the recitals.

  • Share Purchase Agreement has the meaning set forth in the Recitals.

  • Reorganization Agreement has the meaning set forth in the recitals.

  • Stock Purchase Agreements the meaning set forth in the recitals to this Agreement.

  • Exchange Agent Agreement has the meaning set forth in Section 2.5(a).

  • Securities and Exchange Commission means the United States Securities and Exchange Commission.

  • Common Stock Purchase Agreement means an agreement among the Investor and/or PJC, Emergent and any Convertible Note Holder who accepts and exchanges all of its Convertible Notes in the Convertible Note Exchange Offer and elects to participate, substantially in the form attached hereto as Exhibit A, pursuant to which Emergent will issue and sell (a) to the Investor and/or PJC, in the aggregate, 75,000,000 Shares at a price of $0.20 per share, and (b) to any Convertible Note Holder who accepts and exchanges all of its Convertible Notes in the Convertible Note Exchange Offer that so requests, for every $1,000.00 of principal amount of Convertible Notes that it tenders into the Convertible Note Exchange Offer, 500 Shares at a price of $0.20 per share; provided, that the aggregate maximum number of Shares to be so issued and sold to the Convertible Note Holders who accept and exchange all of their Convertible Notes in the Convertible Note Exchange Offer pursuant to the Common Stock Purchase Agreement shall not exceed 40,000,000.

  • 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.

  • Listing Agreement means an agreement that is to be entered into between a recognised stock exchange and the Company pursuant to Securities and Exchange Board (Listing Obligations and Disclosure Requirements), 2015

  • Agreement and Plan of Merger has the meaning set forth in the first recital above.