Common use of Exchange of Company Shares Clause in Contracts

Exchange of Company Shares. At the Share Acquisition Closing and subject to and upon the terms and conditions of this Agreement and the articles of association of the Company, the Company Shareholders shall transfer, convey, assign and deliver to Pubco, and Pubco shall acquire and accept from the Company Shareholders, all of the issued and outstanding Company Shares, free and clear of all Liens (other than potential restrictions on resale under applicable securities Laws) and together with all rights attaching to them at the Share Acquisition Closing (including the right to receive all distributions, returns of capital and dividends declared, paid or made in respect of the Company Shares after the Share Acquisition Closing).

Appears in 2 contracts

Samples: Business Combination Agreement (Nexters Inc.), Business Combination Agreement (Kismet Acquisition One Corp)

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Exchange of Company Shares. At the Share Acquisition Closing and subject to and upon the terms and conditions of this Agreement and the articles of association of the Company, the Company Shareholders shall transfer, convey, assign sell and deliver transfer to Pubco, and Pubco shall acquire and accept purchase from the Company Shareholders, all of the issued legal and outstanding beneficial title to the Company Shares, with full title guarantee, free and clear of from all Liens (other than potential restrictions on resale under applicable securities Laws) and together with all rights attaching to them the Company Shares at the Share Acquisition Closing (including the right to receive all distributions, returns of capital and dividends declared, paid or made in respect of the Company Shares after the Share Acquisition Closing).

Appears in 2 contracts

Samples: Lock Up Agreement (Vertical Aerospace Ltd.), Lock Up Agreement (Broadstone Acquisition Corp.)

Exchange of Company Shares. At the Share Acquisition Closing and subject to and upon the terms and conditions of this Agreement and the articles of association of the Company, the Company Shareholders shall sell, transfer, convey, assign and deliver to Pubco, and Pubco shall purchase, acquire and accept from the Company Shareholders, all of the issued and outstanding Company Shares, free and clear of all Liens (other than potential restrictions on resale under applicable securities Laws) and together with all rights attaching to them at the Share Acquisition Closing (including the right to receive all distributions, returns of capital and dividends declared, paid or made in respect of the Company Shares after the Share Acquisition Closing).

Appears in 1 contract

Samples: Business Combination Agreement (Kismet Acquisition One Corp)

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Exchange of Company Shares. At the Share Acquisition Closing and subject to and upon the terms and conditions of this Agreement and the articles of association of the Company, the Company Shareholders shall transfer, convey, assign sell and deliver transfer to Pubco, and Pubco shall acquire and accept purchase from the Company Shareholders, all of the issued legal and outstanding beneficial title to the Company SharesShares with full title guarantee, free and clear of from all Liens (other than potential restrictions on resale under applicable securities Laws) and together with all rights attaching to them the Company Shares at the Share Acquisition Closing (including the right to receive all distributions, returns of capital and dividends declared, paid or made in respect of the Company Shares after the Share Acquisition Closing).

Appears in 1 contract

Samples: Business Combination Agreement (Centricus Acquisition Corp.)

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