Consideration Shares definition
Examples of Consideration Shares in a sentence
Upon completion of the Transactions contemplated by this Agreement, the Vendor Newco will have good and valid title to the Consideration Shares, free and clear of all Liens other than those restrictions on transfer, if any, pursuant to Applicable Law.
When issued in accordance with the terms hereof, the Consideration Shares will have been (i) duly authorized and validly issued and outstanding as fully paid and non-assessable shares and (ii) issued in compliance with all Applicable Laws and any pre-emptive rights, rights of first refusal or other similar rights of any Person.
The Consideration Shares to be issued pursuant to this Agreement shall be registered or qualified for distribution or exempt from or not subject to any requirement for registration or qualification for distribution, under Applicable Laws.
There are, and as of the date of issuance there will be, no shareholders agreements, voting trusts, pooling agreements or other Contracts in respect of the voting of any of the Consideration Shares.
The Consideration Shares shall (i) not be subject to any “hold period” resale restrictions other than a period of four months and one day under Applicable Laws and (ii) be listed and posted for trading on the Toronto Stock Exchange.