Examples of Employee Rollover Shares in a sentence
Until surrendered as contemplated by this Section 4.1, each certificate of Shares (excluding Employee Rollover Shares) held by a Qualifying Shareholder shall be deemed at all times after the Effective Time to represent only the right to receive upon such surrender a cash payment as contemplated by this Section 4.1, less any amounts withheld pursuant to Section 4.5.
The Masonite Securityholder has the exclusive right to dispose of the Employee Rollover Shares and the Employee Rollover Options as provided in this Agreement and such disposition will not violate, contravene, breach or offend against or result in any default under any contract, Laws or Governmental Authorizations to which the Masonite Securityholder is a party or subject or by which the Masonite Securityholder is bound or affected.
The Masonite Securityholder hereby tenders to Stile Holding share certificates representing the Employee Rollover Shares duly endorsed in blank for transfer, or accompanied by irrevocable security transfer powers of attorney duly executed in blank and receipt by Stile Holding is hereby acknowledged.
All representations, warranties and covenants contained in this Agreement on the part of each of the Parties shall survive the Closing, the execution and delivery under this Agreement of any share or security transfer instruments or other documents of title to any of the Employee Rollover Shares and/or the Employee Rollover Options and the payment of the consideration for the Employee Rollover Shares and/or the Employee Rollover Options.
For greater certainty, but without limitation, the Masonite Securityholder shall have entered into (i) as part of the exchange of Employee Rollover Options, the Option Agreement, and (ii) as part of the exchange of Employee Rollover Options and/or the sale and purchase of Employee Rollover Shares, a management stockholders agreement and a sale participation agreement, in form and content satisfactory to Stile Holding.
It is intended that the transfer hereunder of the Employee Rollover Shares be on a tax-deferred basis to the Masonite Securityholder for purposes of the ITA and applicable provincial income tax statutes.
This included interviews, site visits, observations of video conference and conference calls, and frequent discussions with and presentations to GLOBALIS personnel regarding the team’s findings.
The cuts resulted in the Department’ reduction and/or total suspension of various programmes such as Reading Festivals, Procurement of Library Materials and so on.
The obligation of the Masonite Securityholder to complete the sale and purchase of the Employee Rollover Shares and/or the exchange of Employee Rollover Options under this Agreement shall be subject to the satisfaction of or compliance with, at or before the Closing Time, each of the conditions precedent set out in Sections 8.1 and 8.2 below (each of which is acknowledged to be inserted for the exclusive benefit of the Masonite Securityholder and may be waived by it in whole or in part).
Until surrendered as contemplated by this section 4.1, each certificate of Company Shares (excluding Employee Rollover Shares) shall be deemed at all times after the Effective Time to represent only the right to receive upon such surrender a cash payment as contemplated by this section 4.1, less any amounts withheld pursuant to section 4.5.