Offer Completion definition
Examples of Offer Completion in a sentence
Whenever this Agreement requires the Surviving Corporation to take any action, from and after the Offer Completion Date, such requirement shall be deemed to include an undertaking on the part of Parent to cause the Surviving Corporation to take such action and a guarantee of the performance thereof.
Prior to the Mandatory Redemption, the Company shall effect a reverse stock split, as approved by the stockholders of the Company prior to the Exchange Offer Completion Date, such that the Company shall have a sufficient number of authorized and unissued shares of Common Stock to pay the Mandatory Redemption Price.
Promptly following the Exchange Offer Completion Date, the Company shall form, or cause to be formed, the New License Subsidiary.
The Holders may surrender Notes for conversion at the applicable Conversion Rate at any time after the Exchange Offer Completion Date until the close of business on the Business Day immediately preceding the final maturity date of the Notes.
Immediately after the Offer Completion, Parent and the Surviving Corporation will be deemed, by virtue of the execution by Parent and Purchaser of this Agreement, to have jointly and severally assumed and agreed to perform, the obligations of Company under each of the Company's Employee Agreements, dated as of May 19, 1999, as amended, between the Company and each of the employees listed on Section 6.15 of the Company Disclosure Schedule.
The Holder may surrender Notes for conversion at the applicable Conversion Rate at any time after the Exchange Offer Completion Date until the close of business on the Business Day immediately preceding the final maturity date of the Notes.
The Company shall cause a meeting of its stockholders (the "COMPANY STOCKHOLDER MEETING") to be duly called and held as soon as reasonably practicable after the Offer Completion Date for the purpose of voting on the approval and adoption of this Agreement and the Merger unless a vote of stockholders of the Company is not required by the DGCL.
The Issuers and the Guarantors shall use their commercially reasonable best efforts to cause the exchange of the Securities no later than the Exchange Offer Completion Deadline.
Group GmbH shall have failed to transfer and assign all intellectual property rights relating to the business of the AKASOL Group (including but not limited to patents, trademarks as well as copyrights) and applications for registration of intellectual property rights that are owned or held by ▇▇▇▇ ▇▇▇▇▇▇ or ▇▇▇▇ ▇▇▇▇▇▇ Group GmbH rather than by the AKASOL Group to AKASOL with effect from the Offer Completion.
The representations, warranties and agreements in this Agreement or in any instrument delivered pursuant to this Agreement shall not survive the Merger, PROVIDED that the representations and warranties of the Company shall not survive the Offer Completion Date, and PROVIDED FURTHER that the agreements contained in Section 1.3, Section 5.5 and this ARTICLE VIII will survive the Merger.