Examples of Xxx Xxxxx Shareholders in a sentence
The Xxx Xxxxx Shareholders and Xxx Xxxxx shall cause each of the covenants, representations and warranties of Xxx Xxxxx contained herein, including, without limitation, Section 6.0, to remain true and correct until and at each of the Closing Date and the Closing Time.
Subject to and upon the terms and conditions set forth in this Agreement, on the Closing Date, the Xxx Xxxxx Shareholders will sell to JML, and JML will purchase all right, title and interest in and to all classes of shares of Xxx Xxxxx (the “Xxx Xxxxx Shares”) then outstanding.
All of the representations and warranties of Xxx Xxxxx and the Xxx Xxxxx Shareholders made in or pursuant to this Agreement shall be true and correct in all material respects as at the Closing Time and with the same effect as if made at and as of the Closing Time (except as such representations and warranties may be affected by the occurrence of events or transactions expressly contemplated and permitted hereby).
The purchase price payable by JML to the Xxx Xxxxx Shareholders for the Xxx Xxxxx Shares is $1,650,000.00 in U.S. currency (the “Purchase Price”) payable on the Closing Date by the issuance of 16,500,000 common shares in the capital stock of JML (the “JML Shares”).
The Continuance shall have been approved by the Xxx Xxxxx Shareholders and the Arrangement and the other transactions contemplated hereby shall have been approved and adopted by the Xxx Xxxxx Securityholders and the Rolling Thunder Securityholders in accordance with the Interim Order, applicable Laws, the Xxx Xxxxx Governing Documents and the Rolling Thunder Governing Documents, as the case may be.
Any funds held by the Depositary that remain undistributed to former Xxx Xxxxx Shareholders nine months after the Effective Date shall be delivered to NewCo, or its successor, upon demand therefor, and holders of certificates previously representing Xxx Xxxxx Shares who have not theretofore complied with Section 4.1 shall thereafter, subject to Section 5.5, look only to NewCo, or its successor, for payment of any claim to cash.
Such amount shall be held by the Depositary as agent and nominee for Rolling Thunder until the Effective Time and, provided the Articles of Arrangement are filed with the Registrar, thereafter shall be paid to the former Xxx Xxxxx Shareholders in accordance with the provisions of Sections 3.3, 3.4 and 5.3.
The Continuance shall have been approved by the Xxx Xxxxx Shareholders and the Arrangement and the other transactions contemplated hereby shall have been approved and adopted by the Xxx Xxxxx Securityholders and the Rolling Thunder Securityholders in accordance with the Interim Order, applicable Laws, and the Xxx Xxxxx Governing Documents and the Rolling Thunder Governing Documents, as the case may be.