Seller Bank Capital Stock definition

Seller Bank Capital Stock means, collectively, Seller Bank Common Stock and any other class or series of capital stock of Seller Bank.
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Seller Bank Capital Stock has the meaning set forth in Section 3.2. “Seller Bank Common Stock” has the meaning set forth in Section 3.2. “Seller Bank Marks” has the meaning set forth in Section 7.11(c).
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Seller Bank Capital Stock has the meaning set forth in Section 3.2.
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Examples of Seller Bank Capital Stock in a sentence

  • Purchaser and Parent Seller acknowledge and agree that the Transfer and Purchase shall be treated for U.S. federal income tax purposes as a taxable purchase and sale of the Seller Bank Capital Stock.

  • All the issued and outstanding shares of Seller Bank Capital Stock have been duly authorized and are validly issued, fully paid and non-assessable.

  • Seller Bank does not have any commitment to authorize, issue or sell any shares of Seller Bank Capital Stock or other equity interests, and there are no shares of Seller Bank Capital Stock reserved for issuance.

  • No bonds, debentures, notes or other indebtedness having the right to vote on any matters on which the holders of Seller Bank Capital Stock may vote have been issued by Seller Bank and are outstanding.

  • There are no outstanding or authorized Rights that would require Seller Bank to issue, sell or otherwise cause to become outstanding any of its Seller Bank Capital Stock, or to make a cash payment based on the value of any of its Seller Bank Capital Stock.

  • It considers the changing nature of critical information, the threat and vulnerability assessments throughout the operation.

  • All of the issued and outstanding shares of Seller Bank Capital Stock (and other equity interests in Seller Bank) are duly and validly issued and outstanding and are fully paid and nonassessable and free of preemptive rights, with no personal liability attaching to the ownership thereof.

  • None of the outstanding shares of Seller Bank Capital Stock (or other equity interests in Seller Bank) has been issued in violation of or subject to any preemptive rights or other rights to subscribe for or purchase securities of the current or past shareholders of Seller Bank.

  • All of the outstanding shares of Seller Bank Capital Stock (and other equity interests in Seller Bank) are directly and beneficially owned and held by Seller free and clear of any Lien.

  • Seller Holdco does not have any assets or liabilities or engage in any business, other than the ownership of the Seller Bank Capital Stock and assets and liabilities addressed in Section 7.21.

Related to Seller Bank Capital Stock

  • Company Capital Stock means the Company Common Stock and the Company Preferred Stock.

  • Parent Capital Stock means Parent Common Stock and Parent Preferred Stock.

  • Voting Capital Stock means with respect to any Person, securities of any class or classes of Capital Stock in such Person ordinarily entitling the holders thereof (whether at all times or at the times that such class of Capital Stock has voting power by reason of the happening of any contingency) to vote in the election of members of the board of directors or comparable governing body of such Person.

  • Retired Capital Stock shall have the meaning provided in Section 10.5(b)(2).

  • Capital stock tax means a tax measured in any way by the capital of a corporation considered in its entirety.

  • Treasury Capital Stock has the meaning assigned to such term in Section 6.04(a)(viii).

  • Subsidiary of the Company or “Subsidiary” means a corporation, a majority of the outstanding voting shares of which is owned, directly or indirectly, by the Company or by one or more subsidiaries of the Company and, as used in this definition, “voting shares” means shares of a class or classes ordinarily entitled to vote for the election of the majority of the directors of a corporation irrespective of whether or not shares of any other class or classes shall have or might have the right to vote for directors by reason of the happening of any contingency;

  • Capital Stock of any Person means any and all shares, interests, rights to purchase, warrants, options, participations or other equivalents of or interests in (however designated) equity of such Person, including any Preferred Stock, but excluding any debt securities convertible into such equity.

  • Surviving Corporation Common Stock has the meaning set forth in Section 1.7(a).

  • mixed financial holding company means a mixed financial holding company as defined in point (21) of Article 4(1) of Regulation (EU) No 575/2013;

  • Refunding Capital Stock has the meaning assigned to such term in Section 6.04(a)(viii).

  • Excluded Capital Stock means:

  • Working Capital Shares shall have the meaning given in the Recitals hereto.

  • Qualified Capital Stock means any Capital Stock that is not Disqualified Capital Stock.

  • Parent means a “parent corporation,” whether now or hereafter existing, as defined in Section 424(e) of the Code.

  • Subsidiary Shares shall have the meaning specified in Section 6.3 [Subsidiaries].

  • Acquisition Subsidiary has the meaning specified in Section 7.14.

  • Company Capitalization means the sum, as of immediately prior to the Equity Financing, of: (1) all shares of Capital Stock (on an as-converted basis) issued and outstanding, assuming exercise or conversion of all outstanding vested and unvested options, warrants and other convertible securities, but excluding (A) this instrument, (B) all other Safes, and (C) convertible promissory notes; and (2) all shares of Common Stock reserved and available for future grant under any equity incentive or similar plan of the Company, and/or any equity incentive or similar plan to be created or increased in connection with the Equity Financing.

  • Family of Investment Companies as used herein means two or more registered investment companies (or series thereof) that have the same investment adviser or investment advisers that are affiliated (by virtue of being majority owned subsidiaries of the same parent or because one investment adviser is a majority owned subsidiary of the other).

  • Equity Interests means shares of capital stock, partnership interests, membership interests in a limited liability company, beneficial interests in a trust or other equity ownership interests in a Person, and any warrants, options or other rights entitling the holder thereof to purchase or acquire any such equity interest.

  • Parent Ordinary Shares means the ordinary shares, no par value per share, of Parent.

  • banking company means a banking company as defined in clause (c) of section 5 of the Banking Regulation Act, 1949 (10 of 1949);

  • Nominated Bank Account means MDL’s bank account as notified by MDL to the other Party from time to time.

  • Fully Diluted Company Shares means the total number of issued and outstanding shares of Company Common Stock, (a) after giving effect to the Company Preferred Stock or otherwise treating shares of Company Preferred Stock on an as-converted to Company Common Stock basis, and (b) treating all outstanding in-the-money Specified Company Warrants as fully vested and as if the Specified Company Warrants had been exercised for cash as of the Effective Time, but for the avoidance of doubt excluding any Company Securities described in Section 1.11(b).

  • Voting Share Capital means the total voting equity share capital of the Target Company on a fully diluted basis expected as of the 10th (Tenth) Working Day from the closure of the Tendering Period for the Offer.

  • Charter Capital means the amount of capital contributed by all Shareholders and mentioned in Article 5 of this Charter.