Diginet definition
Examples of Diginet in a sentence
Nothing herein shall be construed to limit the vesting of all such options upon a Change of Control Transaction as provided in the Diginet Americas, Inc.
All notices and other communications provided for hereunder shall be in writing (including telecopier, telegraphic or telex communication) and mailed, telecopied, telegraphed, telexed or delivered, if to the Borrower, at its address at Diginet Americas, Inc.,3201 ▇▇▇ ▇▇▇▇▇▇ ▇▇▇.
Approval of the transactions contemplated by this Agreement by a supermajority of the preferred stockholders of Diginet is required under the Amended and Restated Stockholders' Agreement, dated as of April 16, 1999, among Diginet and certain of its stockholders.
Such Seller also understands that there is no assurance that any exemption from registration under the Securities Act will be available and that, even if available, such exemption may not allow such Seller to transfer all or any portion of such Diginet Stock and Promissory Note under the circumstances, in the amounts or at the times such Seller might propose.
The Sellers shall have delivered to Buyer and Diginet the opinions of Vitale, Manoff, Feilbogen, counsel to the Company and Sellers, in the form of Exhibit G.
Pursuant to the Amended and Restated Stockholders' Agreement, dated as of April 16, 1999, among Diginet and certain of its shareholders, those shareholders have a right to require Diginet to repurchase their shares of Diginet stock at any time or from time to time during the period commencing on April 16, 2006 and ending on April 16, 2010 at a price equal to fair market value as determined in accordance with the agreement.
Diginet indirectly owns 100% of Buyer and deems it to be in its best interests that the transactions contemplated by this Agreement be consummated.
All of the issued and outstanding shares of capital stock of Diginet have been duly authorized, are validly issued, fully paid and nonassessable.
In addition to any other remedies which any party may have at law or in equity, each Seller, on the one hand, and Buyer and Diginet, on the other hand, hereby acknowledges that the Ordinary Shares and, the Company, on the one hand, and the Diginet Stock, on the other hand, are unique, and that the harm to each Seller or Buyer and Diginet resulting from breaches by any party of its or his respective obligations cannot be adequately compensated by damages.
Each of the Diginet Closing Documents, when executed and delivered by Diginet, shall have been duly executed and delivered by Diginet and shall constitute a legal, valid and binding obligation of Diginet, enforceable in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium and other similar laws of general applicability relating to or affecting creditors' rights generally and by the application of general principles of equity.