Share Purchase Closing definition

Share Purchase Closing has the meaning set forth in Section 2.5.
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Share Purchase Closing means the completion of the sale and purchase of shares of Holdco pursuant to the Share Purchase Agreement;
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Share Purchase Closing means the closing of the Share Purchase Agreement in accordance with its terms.
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Examples of Share Purchase Closing in a sentence

  • Subject to the limitations and other provisions of this Agreement, the representations and warranties contained herein shall survive the Share Purchase Closing and shall remain in full force and effect until the first anniversary of the Closing Date.

  • All action on the part of the shareholders, directors and officers of Parent necessary for the execution and delivery of this Agreement, the performance of all obligations of Parent under this Agreement to be performed as of the Share Purchase Closing, and the issuance and delivery of the Forward Purchase Shares has been taken or will be taken prior to the Share Purchase Closing.

  • All corporate action required to be taken by Parent’s Board of Directors and shareholders in order to authorize Parent to enter into this Agreement, and to issue the Forward Purchase Shares at the Share Purchase Closing has been taken or will be taken prior to the Share Purchase Closing, as applicable.

  • At the Share Purchase Closing, Parent will issue to the Purchasing Party the Forward Shares against (and concurrently with) the payment to Parent by the Purchasing Party of an amount equal to the product of (i) the number of Forward Purchase Shares, multiplied by (ii) the Per Share Price.

  • The Purchasing Party will have at the Share Purchase Closing available to it sufficient funds to satisfy its obligations under this Agreement.

  • At the Initial Closing and, if applicable, the applicable Optional Share Purchase Closing, each Investor will have available funds necessary to consummate the purchase of the applicable Purchased Shares or Optional Shares, as applicable, in each case, on the terms and conditions contemplated by this Agreement.

  • Except in the case of Fraud, (i) the representations and warranties of the parties contained in Article II and Article III hereof made at the Initial Closing shall survive for twelve (12) months following the Initial Closing, and (ii) if applicable, the representations and warranties of the parties contained in Article II and Article III hereof made at any Optional Share Purchase Closing shall survive for twelve (12) months following such Optional Share Purchase Closing.

  • Upon and subject to the terms and conditions hereof, New Lorus will sell the Shares to the Purchaser and the Purchaser will purchase the Shares from New Lorus, as of the Share Purchase Closing Time.

  • Following the Share Purchase Closing Time, the Purchase Price will be subject to adjustment pursuant to Section 2.04.

  • As of the date of this Agreement, neither Investor is aware of any reason why the funds sufficient to pay its pro rata share of the purchase price for the Purchased Shares or the Optional Shares will not be available on the Initial Closing Date or the applicable Optional Share Purchase Closing Date.


More Definitions of Share Purchase Closing

Share Purchase Closing means the consummation of the Share Sale and Purchase.
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Share Purchase Closing means the closing of the transactions contemplated by the Share Purchase Agreement.
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Share Purchase Closing shall have the meaning specified in the Implementation Agreement.
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Share Purchase Closing means the "Closing", as such term is defined in the Subscription Agreement.
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Share Purchase Closing as defined in Section 1.2.
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Share Purchase Closing means the closing of the purchase and sale of the shares of Certen pursuant to the Share Purchase Agreement.
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Related to Share Purchase Closing

  • Option Closing Purchase Price shall have the meaning ascribed to such term in Section 2.2(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Share Purchase has the meaning set out in Section 2.1.

  • Put Closing shall have the meaning set forth in Section 2.3.8.

  • Second Closing has the meaning set forth in Section 2.2.

  • Subsequent Closing has the meaning set forth in Section 3.2.

  • Option Closing means the closing of the purchase and sale of the Option Shares pursuant to Section 2.2.

  • First Closing has the meaning set forth in Section 2.1(a).

  • IPO Closing means the initial closing of the sale of the Class A Common Stock in the IPO.

  • Share Purchase Price shall have the meaning ascribed to such term in Section 2.1(b).

  • Share Purchase Agreement has the meaning set forth in the Recitals.

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

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

  • Closing Purchase Price shall have the meaning ascribed to such term in Section 2.1(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Open Market Share Purchase shall have the meaning specified in Section 2(I).

  • Third Closing shall have the meaning ascribed to such term in Section 2.1(c).

  • Initial Closing shall have the meaning ascribed to such term in Section 2.1.

  • Per Share Purchase Price equals $1.00, subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock that occur after the date of this Agreement.

  • Option Closing Date shall have the meaning ascribed to such term in Section 2.2(c).

  • Private Placement Warrants Purchase Agreement shall have the meaning given in the Recitals hereto.

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

  • Merger Closing shall have the meaning set forth in Section 2.2.

  • Debt Purchase Transaction means, in relation to a person, a transaction where such person:

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

  • Put Closing Date shall have the meaning set forth in Section 2.3.8.

  • Common Stock Purchase Agreement means an agreement among the Investor and/or PJC, Emergent and any Convertible Note Holder who accepts and exchanges all of its Convertible Notes in the Convertible Note Exchange Offer and elects to participate, substantially in the form attached hereto as Exhibit A, pursuant to which Emergent will issue and sell (a) to the Investor and/or PJC, in the aggregate, 75,000,000 Shares at a price of $0.20 per share, and (b) to any Convertible Note Holder who accepts and exchanges all of its Convertible Notes in the Convertible Note Exchange Offer that so requests, for every $1,000.00 of principal amount of Convertible Notes that it tenders into the Convertible Note Exchange Offer, 500 Shares at a price of $0.20 per share; provided, that the aggregate maximum number of Shares to be so issued and sold to the Convertible Note Holders who accept and exchange all of their Convertible Notes in the Convertible Note Exchange Offer pursuant to the Common Stock Purchase Agreement shall not exceed 40,000,000.

  • Stock Purchase has the meaning set forth in the Recitals.