Xxxxxx Subscription Agreement definition

Xxxxxx Subscription Agreement means the Subscription Agreement dated as of October 28, 2021 between Xxxxxx and the Acquiror.

Examples of Xxxxxx Subscription Agreement in a sentence

  • The transactions contemplated by the St. Xxxxxx Subscription Agreement and the Credit Agreement, which are transactions to be completed on or prior to the Closing Date, shall have been completed or will be completed simultaneously with the Closing.

  • Accordingly, Executive and Xxxxxx Trust hereby agree that, effective as of the IPO Date, neither Executive, Xxxxxx Trust nor any other person has any further rights pursuant to Section 4 of the Xxxxxx Subscription Agreement.

  • The Acquiror has delivered to the Company on the Amendment Date a true, correct and complete copy of the fully executed Xxxxxx Subscription Agreement pursuant to which the Xxxxxx Subscriber has committed, subject to the terms and conditions therein, to purchase 5,000,000 shares of Acquiror Common Stock.

  • As of the Amendment Date, assuming the conditions set forth in Section 9.01 and Section 9.02 will be satisfied, Acquiror has no reason to believe that any of the conditions to the consummation of the purchases under the Xxxxxx Subscription Agreement will not be satisfied, and, as of the Amendment Date, Acquiror is not aware of the existence of any fact or event that would or would reasonably be expected to cause such conditions not to be satisfied.

  • The Xxxxxx Subscription Agreement is in full force and effect and is legal, valid and binding upon the Acquiror and the Xxxxxx Subscriber, enforceable in accordance with its terms.

  • As of the Amendment Date, there are no side letters or Contracts to which Acquiror or Merger Sub is a party related to the provision or funding, as applicable, of the purchases contemplated by the Xxxxxx Subscription Agreement or the transactions contemplated hereby other than as expressly set forth in this Agreement, the Xxxxxx Subscription Agreement or any other agreement entered into (or to be entered into) in connection with the Transactions delivered to the Company.

  • There are no conditions precedent or other contingencies related to the consummation of the purchases set forth in the Xxxxxx Subscription Agreement, other than as expressly set forth in the Xxxxxx Subscription Agreement.

  • The transactions contemplated by the Xxxxxx Subscription Agreement have been consummated concurrently with the Closing.

  • Without limiting the generality of the foregoing, the parties hereto agree and acknowledge that this Agreement shall supersede and replace in its entirety the Xxxxxx Subscription Agreement, which shall, on and after the date hereof, be terminated in full and no longer be in force or effect.

  • Xxxxxx 2012 Family Trust (the “Xxxxxx Trust”) hereby acknowledge and agree that, effective as of the IPO Date, Section 4 of the Xxxxxx Subscription Agreement will automatically terminate and will be of no further force or effect.

Related to Xxxxxx Subscription Agreement

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

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

  • Subscription Agreements has the meaning specified in the Recitals hereto.

  • Put Option Agreement has the meaning set forth in the recitals.

  • Subscriber Agreement means an agreement that governs the issuance and use of a Certificate that the Applicant must read and accept before receiving a Certificate.

  • Subscription Receipt Agreement means the agreement to be dated the Closing Date by and among the Corporation, the Cornerstones and the Subscription Receipt Agent governing the terms and conditions of the Subscription Receipts, in a form to be agreed by the Corporation and the Cornerstones, acting reasonably;

  • Placement Agreement means the Placement Agreement relating to the offering and sale of Capital Securities in the form of Exhibit C.

  • Subscription Plan means a fixed term plan which relates to the Licensed Services as specified in the PGi Service Agreement

  • Subscription Form means the form of subscription annexed hereto as Schedule “A”;

  • Unit Purchase Agreement means the Common Unit and Class B Unit Purchase Agreement, dated as of December 1, 2006, among the Partnership and the purchasers named therein.

  • Share Transfer Agreement means the share transfer agreement, in the agreed form, between the partners in the Company;

  • hire-purchase agreement means an agreement, other than a conditional sale agreement, under which—

  • Alternate VRDP Shares Purchase Agreement means any agreement with a successor liquidity provider replacing the VRDP Shares Purchase Agreement (or any replacement therefor) upon its termination in accordance with its terms and containing a Purchase Obligation substantially similar to the Purchase Obligation therein, as determined by the Fund.

  • Price Agreement means a definite quantity contract or indefinite quantity contract which requires the contractor to furnish items of tangible personal property, services or construction to a state agency or a local public body which issues a purchase order, if the purchase order is within the quantity limitations of the contract, if any.

  • Subscription Notice has the meaning set forth in Section 1.1.

  • Forward Purchase Agreement means an agreement that provides for the sale of equity securities in a private placement that will close substantially concurrently with the consummation of a Business Combination.

  • Sale and Purchase Agreement means all the agreements entered into from time to time (whether before, on or after the date of this Agreement) by the Borrower for the sale of the Units and shall include any one or more or all of the Sale and Purchase Agreements.

  • Founder Shares Purchase Agreement shall have the meaning given in the Recitals hereto.

  • IDR Transfer Agreement means an agreement to transfer, subject to the terms of Tariff, Part VI, section 237, Incremental Deliverability Rights to a party for the purpose of eliminating or reducing the need for Local or Network Upgrades that would otherwise have been the responsibility of the party receiving such rights. “Immediate-need Reliability Project” shall have the same meaning provided in the Operating Agreement.

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

  • Put Agreement means an agreement dated as of August 13, 2008, as amended, among the Company, OT LLC and Rio Tinto Alcan.

  • Disbursement Instruction Agreement means an agreement substantially in the form of Exhibit M to be executed and delivered by the Borrower pursuant to pursuant to Section 6.1(a)(xi), as the same may be amended, restated or modified from time to time with the prior written approval of the Administrative Agent.

  • 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.

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

  • Connection Agreement means an agreement entered into between a distributor and a person connected to its distribution system that delineates the conditions of the connection and delivery of electricity to or from that connection;

  • Warrant Purchase Agreement means a warrant purchase agreement under which a Warrant is issued entered into by Borrower and an Affiliate of Lenders contemporaneously with the execution of this Loan Agreement.