Examples of Post-Closing Shares in a sentence
In the event that after 24 months from the closing date, a Patent does not issue from the IP, Buyer’s obligation to issue the Post-Closing Shares and Dividends to MNG will be deemed null and void ab initio and will no longer be due and owing to MNG, and the Post-Closing Shares shall be released from escrow and returned to the Company, and the Purchase Price shall be adjusted downward dollar for dollar.
Until Post-Closing Shares are released from Escrow, all voting rights thereto shall be exercised as directed by the Company’s Board of Directors.
If a Patent is issued within 24 months of the Closing Date, and such Patent is transferred to the Company free and clear of all encumbrances, then the Post-Closing Shares shall be released from Escrow in four equal amounts commencing on the date of issuance of the Patent and then for the three subsequent three-month anniversaries thereof.
Each of the Partnership Agreements contains provisions restricting the sale of the Lock-Up Shares (other than the Post-Closing Shares) which were in addition to the restrictions set forth in the Registration Rights Agreement (such provisions, together with those contained in the Registration Rights Agreement, are collectively referred to as the "Original Lock-Up Provisions").
If the Restatement results in an increase in the Post-Closing Amount for any Post-Closing Period, the Company shall issue additional Post-Closing Shares to the Holder based on such revised Post-Closing Amount in accordance with the terms of this Option.
Any milestone target or sub-milestone target that is achieved in accordance with the provisions of Schedule 2.6 shall immediately vest and be payable to the Stockholders (the “Vested Payment”), and shall be paid by the delivery of the applicable number of Post-Closing Shares (as hereinafter defined) by the Purchaser to the Stockholders within 10 Business Days of the date of vesting.
This is necessary for vacation, sick and personal leave accounting, as well as to ensure that the documentation requirements of the wage and hour laws are met.
All distributions and dividends attributable to the Post-Closing Shares (collectively, “Dividends”) will accrue for the benefit of MNG and will be held in Escrow pending release of the Post-Closing Shares, in which case all Dividends will be released to MNG at the same time as the Post-Closing Shares are so released.
All Post-Closing Shares that may be issued upon the exercise of this Option will, upon issuance, be duly authorized, validly issued, fully paid and non-assessable, and free from all taxes, liens and charges with respect to the issuance thereof.
When the Registration Statement has been declared effective by, the Escrowed Shares and the Post-Closing Shares will be unrestricted and free trading.