Worldwide Shares definition

Worldwide Shares shall have the meaning set forth in Section 4.2(b).
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Worldwide Shares has the meaning specified in Section 8.4(i)(i).
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Examples of Worldwide Shares in a sentence

  • The exchange of the Worldwide Shares for the Exchange Shares and the related transactions contemplated by the provisions of this Agreement.

  • Pursuant to the Transaction, each Worldwide Shareholder shall be entitled to receive, from and after the Closing, in respect that number of the Worldwide Shares issued and outstanding immediately prior to the Closing Date owned by such Worldwide Shareholder (and upon surrender of the certificate(s) evidencing and representing those Worldwide Shares, duly endorsed and in all respects in proper form for transfer), that same number of the Exchange Shares.

  • Notwithstanding anything to the contrary in this Agreement, neither the Exchange Agent, the Company, Worldwide, nor any other party hereto shall be liable to any holder of Worldwide Shares for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar laws.

  • Subject to the conditions of this Agreement, certificates representing the Exchange Shares (the “Exchange Certificates”) shall be issued to the Worldwide Shareholders upon the surrender by Worldwide Shareholders of the certificates representing all of the outstanding Worldwide Shares (the “Worldwide Certificates”) as provided for herein or otherwise agreed by the parties hereto.

  • Twenty million (20,000,000) shares of the Company’s common stock, which shares shall be issued to the Worldwide Shareholders in exchange for all of the Worldwide Shares.

  • If any Person who otherwise would be deemed a Dissenting Stockholder shall have failed properly to perfect or shall have effectively withdrawn or lost the right to dissent with respect to any Worldwide Shares, such Worldwide Shares shall thereupon be treated as though such Worldwide Shares had been converted into shares of Class A EPS and Class B EPS pursuant to Section 1.

  • Notwithstanding any other provision of this Agreement, no fractional shares of Class A EPS or Class B EPS will be issued and any holder of Worldwide Shares entitled to receive a fractional share of Class A EPS or Class B EPS but for this Section 4.1(d) shall be entitled to receive a cash payment in lieu thereof, which payment shall equal $38.50 times such holder's fractional interest in a share of Class A EPS or Class B EPS, as applicable.

  • Likewise, the Purchaser and UTi Worldwide represent and warrant that there are currently no legal, corporate or of any other nature impediments (and there are no reasons to believe that such impediments could appear in the future) that could prevent the Sellers from receiving the UTi Worldwide Shares that could correspond to them according to the provisions of this Agreement, even if such transfer in favour of the Sellers would have to be made on the date hereof.

  • Seller owns and has an unqualified right to, and shall transfer to Buyer (i) at the Worldwide Closing, good, valid and marketable title to the Worldwide Shares in any Worldwide Company in which such Seller is a shareholder, free and clear of all Liens, and (ii) at the Australia Closing, good, valid and marketable title to the Compass Australia Shares, free and clear of all Liens.

  • After the Effective Time, there shall be no transfers on the stock transfer books of Worldwide of the Worldwide Shares that were outstanding immediately prior to the Effective Time.

Related to Worldwide Shares

  • Founder Shares shall have the meaning given in the Recitals hereto and shall be deemed to include the shares of Common Stock issuable upon conversion thereof.

  • Founders’ Shares means 1,000 shares with a par value of $1 per share, 500 of which were issued to MACRO Securities Depositor, LLC and 500 of which were issued to Claymore Securities, Inc., in exchange for the Initial Deposit.

  • 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.

  • Coop Shares Shares issued by a Cooperative Corporation.

  • Common Shares means the common shares in the capital of the Corporation;