AbbVie Directors definition
AbbVie Directors means the members of the AbbVie Board.
AbbVie Directors means the directors of AbbVie from time to time, and “AbbVie Director” shall be construed accordingly;
AbbVie Directors means the directors of AbbVie from time to time and “AbbVie Director” and “Directors of AbbVie” shall be construed accordingly;
More Definitions of AbbVie Directors
AbbVie Directors means the directors of AbbVie from time to time, and “AbbVie Director” shall be construed accordingly; “AbbVie Group” means AbbVie and its subsidiary undertakings and associated undertakings from time to time, and “member of the AbbVie Group” shall be construed accordingly; “AbbVie Letter” means a letter, in the form set out in Schedule 3, addressed to the Panel and signed on behalf of AbbVie; “AbbVie Letter Condition” has the meaning given in Clause 1.1(A); “AbbVie Non-disclosure Agreement” means the non-disclosure agreement dated 15 July 2014 between AbbVie and Shire in connection with the Proposed Merger; “AbbVie’s Solicitors” means ▇▇▇▇▇▇▇ ▇▇▇▇▇ Freehills LLP of ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇; “Agents” means directors, officers, employees and professional advisers; “Break Fee” means US$1,635,410,676; “Business Day” means a day (not being a Saturday) on which banks are open for general banking business in Jersey and the City of London; “Co-operation Agreement” has the meaning given in Recital (A); “Delaware Merger Agreement” means the agreement and plan of merger between AbbVie, AbbVie Private Limited and AbbVie Ventures LLC dated 18 July 2014; “Irrevocable Undertakings” means the irrevocable undertakings dated 17 or 18 July 2014 given by each of the Shire Directors who hold shares in Shire; “Panel” means the Panel on Takeovers and Mergers; “Panel Confirmation Condition” has the meaning given in Clause 1.1(C); “Proposed Merger” means the proposed combination of the AbbVie Group and the Shire Group, which was to proceed by way of a scheme of arrangement under Article 25 of the Companies (Jersey) Law 1991 and a merger pursuant to the Delaware General Corporation Law and the Delaware Limited Liability Act, as more particularly described in the joint press announcement issued by the Parties on 18 July 2014; “Shire Account” means the bank account corresponding to the following details: Bank: Citibank N.A. London Bank Address: Citigroup ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ 9 Account Name: Shire plc Account Number: ▇▇▇▇▇▇▇▇ Swift Code: ▇▇▇▇▇▇▇▇ IBAN: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇ Correspondent Bank: Citibank N.A., New York Correspondent Swift: ▇▇▇▇▇▇▇▇ – with separate cover message (MT202COV); “Shire Directors” means the directors of Shire from time to time, and “Shire Director” shall be construed accordingly; “Shire Group” means Shire and its subsidiary undertakings and associated undertakings from time to time, and “member of the Shire Group” shal...
AbbVie Directors. Fee Plan” means the AbbVie Non-Employee Directors’ Fee Plan.