Rollover definition
Examples of Rollover in a sentence
The authorized, issued and outstanding shares of capital stock and other equity interests of the Cash Purchaser are as follows: 1,000 shares of common stock, par value $0.001 are authorized and 100 shares of common stock have been issued to the Rollover Purchaser.
Rollover Purchaser and Cash Purchaser are acquiring the Company Stock for its own account, for investment purposes only and not with a view to their distribution within the meaning of Section 2(11) of the Securities Act.
Seller is not a party to any option, warrant, purchase right or other Contract or commitment (other than this Agreement and the Fundamental Documents of Seller and the Company) that could require Seller to sell, transfer or otherwise dispose of any of the Company Stock to be sold to Cash Purchaser and contributed to Rollover Purchaser, in each case, by Seller pursuant to the terms and conditions of this Agreement.
Seller has the right, authority, and power to sell, assign, and transfer the Company Stock to Rollover Purchaser and Cash Purchaser.
At the Closing, Rollover Purchaser and Cash Purchaser shall acquire good, valid, and marketable title to the Company Stock, free and clear of any Liens (other than restrictions under the Securities Act, and the rules and regulations thereunder, and state securities Laws).