Selling Shareholders definition
Examples of Selling Shareholders in a sentence
Neither party may assign its rights or obligations hereunder without the prior written consent of the other party, which consent shall not be unreasonably withheld or delayed; provided that, before the Closing Date, Purchaser may, without the prior written consent of the Selling Shareholders, assign all or any portion of its rights under this Agreement to one or more of its direct or indirect wholly owned subsidiaries.
This Agreement may only be amended, modified or supplemented by an agreement in writing signed by The Purchaser, the Company and the Selling Shareholders Representative.
The Selling Shareholders shall apply to the Israeli Tax Authority (“ITA”) in connection with the Transaction, seeking to obtain a preliminary ruling pursuant to Section 104H of the Israeli Income Tax Ordinance, confirming that the share exchange qualifies for a tax deferral under the provisions of the said section.
Purchaser shall not make copies of the Personal Information or any excerpts thereof or in any way recreate the substance or contents of the Personal Information if the purchase of the Purchased Shares is not completed for any reason and shall return all Personal Information to Selling Shareholders or, at Selling Shareholders’ request, destroy such Personal Information at Selling Shareholders’ sole cost.
During the Earn-Out Period, if the Purchaser receives Fundraising Proceeds, the Purchaser shall pay to the Selling Shareholders, in proportion to each Selling Shareholder’s share of the Purchase Price as set out in Section 2.02(a), an aggregate amount equal to seven percent (7.0%) of such Fundraising Proceeds, up to a maximum aggregate amount of US$1,000,000 (each, a “Fundraising Fee Payment” and together with the Patent Milestone Payments, the “Earn-Out Payments”)).