Option Scheme Deed Poll definition

Option Scheme Deed Poll means the deed poll to be executed by Unilife Corporation substantially in the form of Annexure 4, under which Unilife Corporation covenants in favour of Scheme Optionholders to perform its obligations under this Agreement and the obligations contemplated of it under the Option Scheme, with such amendments as are approved by the Court or as the Company and Unilife Corporation may otherwise agree.

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Option Scheme Deed Poll means the deed poll executed by Holdco substantially in the form of Annexure D of the Scheme Implementation Deed or as otherwise agreed by ATL and Holdco under which Holdco covenants in favour of each Option Scheme Participant to perform its obligations under this Scheme.

Option Scheme Deed Poll means the deed poll substantially in the form of Annexure 8 or in such other form as is agreed between Entrée and PacMag;

Examples of Option Scheme Deed Poll in a sentence

• Option Scheme Deed Poll Parties P▇▇▇▇▇, Inc a company incorporated in Delaware, United States of America of 6▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇▇ of America (P▇▇▇▇▇) Each Option Scheme Participant Background A The directors of the Company have resolved that the Company propose the Option Scheme.

• The rights, powers and remedies of US Holdco and the Option Scheme Participant under this Option Scheme Deed Poll are cumulative with the rights, powers or remedies provided by law independently of this Option Scheme Deed Poll.

• C Under the Scheme Implementation Deed, US Holdco has agreed to take all steps reasonably necessary to assist Incannex in proposing and implementing the Option Scheme in accordance with the Scheme Implementation Deed, the Option Scheme and this deed poll (being the Option Scheme Deed Poll).

• The obligations of US Holdco under this Option Scheme Deed Poll to Option Scheme Participants will automatically terminate and the terms of this Option Scheme Deed Poll will be of no further force or effect, if and only if the Scheme Implementation Deed is terminated in accordance with its terms or the Option Scheme does not become Effective on or before the End Date, unless US Holdco and Incannex otherwise agree in writing.

• Holdco must pay all stamp duty and any related fines or penalties in respect of this document, the Share Scheme Deed Poll, the Option Scheme Deed Poll, the acquisition of the Scheme Shares in accordance with the Share Scheme and the cancellation of the Scheme Options in accordance with the Option Scheme, and indemnify ATL against any liability arising from failure to comply with this clause ‎11.2.

• The obligation of Unilife Corporation to provide the Option Scheme Consideration will be satisfied on the Implementation Date by the Company procuring that Unilife Corporation, in accordance with its covenant in favour of Scheme Optionholders contained in clause 2.2 of the Option Scheme Deed Poll, issues to such Scheme Optionholder one Unilife Corporation Options for every six Scheme Options held by them on the Scheme Record Date.

• US Holdco will, at its own expense, do all things reasonably required of it by law to give full effect to this Option Scheme Deed Poll and the transactions contemplated by it.

• Incannex undertakes in favour of each Option Scheme Participant that it will enforce the Option Scheme Deed Poll against US Holdco on behalf of and as agent and attorney for the Option Scheme Participants.

• None of Incannex or US Holdco nor any of their respective Representatives are liable for anything done or omitted to be done in the performance of this Option Scheme or the Option Scheme Deed Poll in good faith.

• Entrée has executed the Option Scheme Deed Poll in favour of the Option Scheme Participants, pursuant to which it has covenanted to perform its obligations under the Option Scheme, including to satisfy the Option Scheme Consideration.

More Definitions of Option Scheme Deed Poll

Option Scheme Deed Poll means the option scheme deed poll dated [insert date] 2009 executed by Unilife Corporation under which Unilife Corporation covenants in favour of each Scheme Optionholder to perform its obligations under the Merger Implementation Agreement and this Option Scheme. Option Scheme Meeting has the meaning given to it in the Merger Implementation Agreement.

Option Scheme Deed Poll means the Deed Poll dated [insert] 2009 executed by Entrée in favour of the Option Scheme Participants;

Option Scheme Deed Poll means a deed poll to be executed by Bidder substantially in the form of Annexure 2 under which Bidder covenants in favour of the Optionholders to perform its obligations under the Option Scheme.

Option Scheme Deed Poll means the deed poll to be entered into by US Holdco the form of which is set out in Schedule 4 or in such other form as agreed in writing between Incannex and US Holdco. Option Scheme Meeting means the meeting of Incannex Optionholders convened by the Court in relation to the Option Scheme pursuant to section 411(1) of the Corporations Act and includes any adjournment of that meeting.

Option Scheme Deed Poll means a deed poll in respect of the Option Scheme substantially in the form of Annexure 4 to this document or in such other form as Lionheart and SMX agree in writing. Option Scheme Participant means an SMX Optionholder, other than an Excluded SMX Optionholder.

Option Scheme Deed Poll means a deed poll in the form attached as Annexure B or in such other form as the parties may agree in writing under which Bidder covenants in favour of the Scheme Optionholders to perform its obligations under the Option Scheme. Option Scheme Meeting means the meeting of EUR Optionholders (other than Excluded Optionholders) ordered by the Court to be convened under section 411(1) of the Corporations Act. Permitted Balance means US$31,000,000, plus any other amounts loaned or advanced to Velta by an EUR Group Member with the prior written consent of Bidder, converted into AUD at the AUD/USD exchange rate published by the Reserve Bank of Australia as the 4.00pm (Sydney time) reference rate on the Business Day immediately preceding the Second Court Date.