Red Carpet Shares definition

Red Carpet Shares means the common stock, par value $.001 per share, of Red Carpet issued pursuant to this Agreement.
Sample 1

Examples of Red Carpet Shares in a sentence

  • As part of the consideration for the sale of the Red Carpet Shares as set forth in Section 2.1 hereof, Red Carpet shall assume, on the date of Closing, and hereby agrees to pay, perform and discharge the liabilities of Xxxxxx Daily (the “Assumed Liabilities”).

  • Red Carpet shall instruct its transfer agent to issue certificates, registered in the name of Red Carpet or its transferees, for the Red Carpet Shares in such amounts specified from time to time by Red Carpet or its transferees to exercise of the Warrants.

  • Accordingly, the Red Carpet Shares (together with any other shares received pursuant to conversions, exchanges, stock splits, stock dividends or other reclassifications or changes thereof, or consolidations or reorganizations of Red Carpet) will not be transferable except upon the conditions specified in this Agreement, which conditions are intended to insure compliance with the provisions of the Securities Act in respect of any transfer thereof.

  • The Red Carpet Shares issued pursuant to Section 2.1 hereof shall be issued by Red Carpet free and clear of any Encumbrances and shall be fully paid and non-assessable.

  • Certificates representing the Red Carpet Shares issued to Sky E-Com Stockholders shall bear a restrictive legend setting forth that the Red Carpet Shares were issued in a transaction exempt from registration under the Securities Act of 1933, as amended (the "Securities Act") and may not be transferred unless pursuant to an effective registration statement filed with the SEC or an exemption therefrom.

  • The Red Carpet Shares to be issued and delivered pursuant to this Agreement in accordance with the provisions hereof will not have been registered under the Securities Act or under the securities laws of any state.

  • At the Closing, Red Carpet shall deliver certificates representing 2,000,000 of its authorized by unissued Red Carpet Shares.

  • Each certificate representing Red Carpet Shares issued hereunder shall be stamped or otherwise imprinted with a legend in the following form: "THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR UNDER THE SECURITIES LAWS OF ANY STATE.

Related to Red Carpet Shares

  • Target Shares means the common shares in the capital of Target;

  • Company Shares means the common shares in the capital of the Company;

  • Seller Shares means all shares of Common Stock of the Company owned as of the date hereof or hereafter acquired by a Common Holder, as adjusted for any stock splits, stock dividends, combinations, subdivisions, recapitalizations and the like.

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.

  • Coop Shares Shares issued by a Cooperative Corporation.

  • Purchased Stock means a right to purchase Common Stock granted pursuant to Article IV of the Plan.

  • Net Shares has the meaning provided in Section 2.12 hereof.

  • VMTP Shares means Variable Rate MuniFund Term Preferred Shares, $0.00001 par value per share, liquidation preference $100,000 per share plus an amount equal to accumulated but unpaid dividends thereon (whether or not earned or declared), of the Trust. The preferences, voting powers, restrictions, limitations as to dividends, qualifications, and terms and conditions of redemption of each series of VMTP Shares are set forth in the VMTP Shares Statement.

  • Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.

  • Buyer Stock means the common stock, par value $0.0001 per share, of Buyer.

  • sweat equity shares means equity shares issued by a company to its employees or directors at a discount or for consideration other than cash for providing know-how or making available rights in the nature of intellectual property rights or value additions, by whatever name called;

  • Target Shareholders means the holders of Target Shares;

  • Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).

  • Company Shareholder Approval means the authorization and approval of this Agreement, the Plan of Merger and the Transactions, including the Merger, at the Company Shareholders’ Meeting by the Required Company Vote.

  • Sold Shares shall have the meaning specified in Section 6.

  • Market Seller Offer Cap means a maximum offer price applicable to certain Market Sellers under certain conditions, as determined in accordance with Tariff, Attachment DD. section 6 and Tariff, Attachment M-Appendix, section II.E.

  • Acquisition Shares means the shares of an Acquiring Fund to be issued to the corresponding Target Fund in a reorganization under this Agreement.

  • Company Share Plans mean (a) the Company’s Stock Related Award Incentive Plan of 1999, as amended; (b) the Company’s 2010 Stock Incentive Plan, as amended; and (c) the Company’s 2015 Stock Incentive Plan, as amended;

  • Purchaser Shares means the common shares in the capital of the Purchaser.

  • Earnout Shares has the meaning set forth in Section 3.6(a).

  • Put Shares means all shares of Common Stock issued, or that the Company shall be entitled to issue, per any applicable Put Notice in accordance with the terms and conditions of this Agreement.

  • SpinCo Shares means the shares of common stock, par value $0.01 per share, of SpinCo.

  • Parent Shareholder Approval means the affirmative vote of the holders of a majority of the votes cast by holders of outstanding shares of Parent Stock on the proposal to approve the issuance of Parent Stock as provided in this Agreement at the Parent Special Meeting.

  • Company Shareholders means the registered or beneficial holders of the Company Shares, as the context requires;

  • Holdco Shares means the ordinary shares of HoldCo with a par value of US$0.0001 per share.

  • Purchased Shares has the meaning set forth in Section 2.01.