Croma definition
Examples of Croma in a sentence
Subject to Section 1.4 hereof, Croma will not and Holdco Seller will not (and will cause the Holdco Members not to) sell, transfer or otherwise dispose of the Milestone Shares or any interest therein except in a transaction registered pursuant to the provisions of the Securities Act or in a transaction exempt from or not subject to the registration requirements of the Securities Act.
Notwithstanding anything to the contrary in this Section 1.4, twenty percent (20%) of the Approval Milestone Shares, a total of 654,600 Class A Shares (allocated to Croma and Holdco Seller in accordance with their respective Pro Rata Percentage), shall not be subject to the Lock-Up in order to enable Sellers and Holdco Members to satisfy any tax obligations, whether local, state or federal (or similar governing jurisdiction), foreign or domestic, resulting from the purchase and sale of the Shares.
The Milestone Shares to be issued by Waldencast to Croma or to the Holdco Members on behalf of Sellers pursuant to this Agreement, if any, are duly authorized and, when issued in accordance with the terms of this Agreement, will be validly issued, fully paid and non- assessable, and shall be free and clear of all Encumbrances, except for the Lock-Up and any transfer restrictions imposed by applicable Laws.