Seller Capital Stock definition

Seller Capital Stock means Seller Common Stock or Seller Preferred Stock.

Seller Capital Stock has the meaning set forth in the recitals.

Seller Capital Stock means the shares of capital stock of Seller, including, without limitation, the common stock, par value $0.01 per share, of Seller.

Examples of Seller Capital Stock in a sentence

• If the Representative shall be unable or unwilling to serve in such capacity, his successor, who will serve and exercise the powers of the Representative hereunder, will be named by those persons holding a majority of the shares of Seller Capital Stock.

• At or prior to the Closing, Seller, if requested by Buyer, shall deliver to the IRS a notice that the Seller Capital Stock is not a "U.S. Real Property Interest" as defined and in accordance with the requirements of Treasury Regulation Section 1.897-2(h)(2).

• Currently and at the Closing Date and immediately before the Effective Time, there will be outstanding only those shares of Seller Capital Stock held by the sole owner set forth under Schedule 2.2. All outstanding capital stock of Seller has been duly authorized and validly issued and is fully paid and non-assessable.

• Notwithstanding anything to the contrary in this Section 1.8, neither the Buyer, the Surviving Corporation nor any party hereto shall be liable to a holder of shares of Buyer Common Stock or Seller Capital Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar law.

• Seller will give Buyer prompt notice of any demand received by Seller to require Seller to purchase shares of Seller Capital Stock, and Buyer will have the right to direct and participate in all negotiations and proceedings with respect to such demand.

More Definitions of Seller Capital Stock

Seller Capital Stock has the meaning assigned to such term in Section 3.4.

Seller Capital Stock means the shares of Seller common stock outstanding immediately prior to the Closing.

Seller Capital Stock has the meaning set forth in Section 5.1(b).

Seller Capital Stock means shares of Seller Common Stock -------------------- and shares of any other capital stock of the Seller.

Seller Capital Stock means all the issued and outstanding shares representing the Capital Stock of Seller, par value US$0.01 per share. ‘‘Tax’’ or ‘‘Taxes’’ means any federal, state, local, or non-U.S. income, gross receipts, license, payroll, employment, excise, severance, stamp, occupation, premium, windfall profits, environmental (including taxes under Internal Revenue Code §59A), customs duties, capital stock, franchise, profits, withholding, social security (or similar), unemployment, disability, real property, personal property, sales, use, transfer, registration, value added, alternative or add-on minimum, estimated, or other tax of any kind whatsoever, including any interest, penalty, or addition thereto, whether disputed or not.

Seller Capital Stock shall have the meaning set forth in Section 4(c). (lll) "Special Reserve Fund" shall have the meaning set forth in Section 6(n). (mmm) "Subsidiary" and "Subsidiaries" shall have the meaning set forth in Section 4(b). (nnn) "Tax Returns" shall have the meaning set forth in Section 4(p).

Seller Capital Stock shall have the meaning set forth in Section 4.1(b).