Shareholder Purchase Agreement definition

Shareholder Purchase Agreement means that certain Agreement of Purchase and Sale, dated as of December 27, 2013, by and among Medley SMH Acquisition, LLC, a Delaware limited liability company, SMH Partners, LLC, a Delaware limited liability company, and each of the Operating Companies (as defined therein), as in effect on the date hereof.
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Shareholder Purchase Agreement means the shareholder purchase agreement of even date hereof between Ugomedia, Sciax, Sub and all the shareholders of Sciax.
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Examples of Shareholder Purchase Agreement in a sentence

  • The cost of the Inventory shall be borne 50% by the Buyer and 50% by the Seller.

  • Upon written notice to Sellers and Shareholders specifying in reasonable detail the basis for such set-off, Buyer may set-off from any amounts due to Sellers or Shareholders (with the exception of any amounts due to Sellers, Jamex Xxxxx, Xxve Xxxxx xx Rockx X'Xxxxxxxxx) xxlely in connection with the New Jersey Claim (as defined in the Escrow Agreement) pursuant to the Shareholder Purchase Agreement or any amount to which it or any Buyer Indemnified Party may be entitled pursuant to this ARTICLE VI.

  • By: /s/ Ping’an Wu _______________________ Name: Ping’an Wu Title: President By: /s/ Xxxxxxx Xxx _______________________ Name: Xxxxxxx Xxx Title: Shareholder Purchase Agreement February 2006 Page 27 of 32 IN WITNESS WHEREOF, the undersigned have caused their duly authorized officers (or representatives) to execute this Agreement as of the date first above written.

  • By: /s/ Ping’an Wu _______________________ Name: Ping’an Wu Title: President By: /s/ Xxxx Xx _______________________ Name: Xxxx Xx Title: Shareholder Purchase Agreement February 2006 Page 24 of 32 IN WITNESS WHEREOF, the undersigned have caused their duly authorized officers (or representatives) to execute this Agreement as of the date first above written.

  • As a conditxxx xxxxxxxxt to the Closing, the Company hereby agrees to pay 50% of the reasonable fees and other out-of-pocket expenses of Morgan, Lewis & Bockius LLP, special counsel to the Purchasers, at xxx Xxxxxxx xn connection with the preparation, execution and delivery of this Agreement, the Related Agreements, the Shareholder Purchase Agreement, the issuance of the Shares and the Options and the sale of the securities contemplated by the Shareholder Purchase Agreement at the Closing.

  • In our view, the difference between the OLS and the IV estimates reflects the fact that FDI creates new and better paying jobs as well as additional business opportunities thus discouraging would-be migrants from leaving the country.

  • By: /s/ Ping’an Wu _______________________ Name: Ping’an Wu Title: President By: /s/ Xxxxxxxxx Xxxx _______________________ Name: Xxxxxxxxx Xxxx Title: Shareholder Purchase Agreement February 2006 Page 28 of 32 IN WITNESS WHEREOF, the undersigned have caused their duly authorized officers (or representatives) to execute this Agreement as of the date first above written.

  • By: /s/ Ping’an Wu _______________________ Name: Ping’an Wu Title: President By: /s/ Xxxx Xx _______________________ Name: Xxxx Xx Title: Shareholder Purchase Agreement February 2006 Page 30 of 32 IN WITNESS WHEREOF, the undersigned have caused their duly authorized officers (or representatives) to execute this Agreement as of the date first above written.

  • The property was divided into four parcels, designated as (i), (ii), (iii) and (iv); appraisals were obtained and all three fiduciaries agreed upon the Offer Document.

  • Design and installation of a pedestrian hybrid beacon shall be subject to approval by County Traffic Operations Staff, funding availability, and overall prioritization.

Related to Shareholder Purchase Agreement

  • Power Purchase Agreement or "PPA"" shall mean this Power Purchase Agreement including its recitals and Schedules, amended or modified from time to time in accordance with the terms hereof.

  • Master Purchase Agreement has the meaning set forth in the recitals.

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

  • Series B Purchase Agreement means that certain Series B Preferred Stock Purchase Agreement, dated as of November 10, 2015, as amended and supplemented to date, by and among the Company and the investors signatory thereto.

  • Founder Shares Purchase Agreement shall have the meaning given in the Recitals hereto.

  • Unit Purchase Agreement means the Common Unit and Class B Unit Purchase Agreement, dated as of December 1, 2006, among the Partnership and the purchasers named therein.

  • Series A Purchase Agreement means the Series A Preferred Unit Purchase Agreement, dated as of June 20, 2017, by and among the Partnership and the Series A Purchasers thereunder, as may be amended from time to time.

  • Alternate VRDP Shares Purchase Agreement means any agreement with a successor liquidity provider replacing the VRDP Shares Purchase Agreement (or any replacement therefor) upon its termination in accordance with its terms and containing a Purchase Obligation substantially similar to the Purchase Obligation therein, as determined by the Fund.

  • Stock Purchase Agreement means the agreement between the Company and a Purchaser who acquires Shares under the Plan that contains the terms, conditions and restrictions pertaining to the acquisition of such Shares.

  • hire-purchase agreement means an agreement, other than a conditional sale agreement, under which—

  • Preferred Stock Purchase Agreement means the Preferred Stock Purchase Agreement, dated September 7, 2008, between the Company and the United States Department of the Treasury.

  • 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 Agreements the meaning set forth in the recitals to this Agreement.

  • Original Purchase Agreement has the meaning set forth in the recitals to this Agreement.

  • Securities Purchase Agreement shall have the meaning set forth in the recitals hereto.

  • Shareholder Agreement has the meaning set forth in the Recitals.

  • Stockholder Agreement means the Stockholder Agreement, dated as of August 29, 2003, among the Company and its stockholders, as amended and in effect from time to time.

  • Forward Purchase Agreement means an agreement that provides for the sale of equity securities in a private placement that will close substantially concurrently with the consummation of a Business Combination.

  • Note Purchase Agreement means the Note Purchase Agreement, dated as of the Issuance Date, among the Company, the Subordination Agent, the Escrow Agent, the Paying Agent, and the Pass Through Trustee under each Pass Through Trust Agreement providing for, among other things, the issuance and sale of certain equipment notes, as the same may be amended, supplemented or otherwise modified from time to time in accordance with its terms.

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

  • Restricted Stock Purchase Agreement means a written agreement between the Company and the Optionee evidencing the terms and restrictions applying to stock purchased under a Stock Purchase Right. The Restricted Stock Purchase Agreement is subject to the terms and conditions of the Plan and the Notice of Grant.

  • Initial Purchase Agreement means the Purchase Agreement (including the related Blanket Endorsement, Initial Xxxx of Sale and any attachments thereto) substantially in the form of Attachment A hereto (of which these Master Terms form a part by reference), to be executed by VL Funding, the VL Funding Eligible Lender Trustee on behalf of VL Funding, Funding and the Interim Eligible Lender Trustee on behalf of Funding, which shall certify that the representations and warranties made by VL Funding as set forth in Sections 5(A) and (B) and by the Servicer as set forth in Section 5(C) of these Master Terms are true and correct as of the Closing Date.

  • Loan Purchase Agreement The Loan Purchase Agreement described in the Recitals to this Agreement, which Loan Purchase Agreement incorporates the terms of the Aurora Loan Services Seller Guide, as the same may be amended from time to time.

  • Additional Purchase Agreement means each Additional Purchase Agreement (including the related Additional Xxxx of Sale, the related Blanket Endorsement and any attachments thereto), substantially in the form of Attachment C hereto (of which these Master Terms form a part by reference, provided that in the event of a substitution, the form will be modified accordingly), to be executed by SLM ECFC, Funding and the Interim Eligible Lender Trustee for the benefit of Funding, which certifies that the representations and warranties made by SLM ECFC as set forth in Sections 5(A) and (B) of these Master Terms are true and correct as of the related Purchase Date.

  • Shareholder-Initiated Transfer Purchase means a transaction that is initiated or directed by a Shareholder that results in a transfer of assets within a Contract to a Fund, but does not include transactions that are executed: (i) automatically pursuant to a contractual or systematic program or enrollment such as transfer of assets within a Contract to a Fund as a result of “dollar cost averaging” programs, insurance company approved asset allocation programs, or automatic rebalancing programs; (ii) pursuant to a Contract death benefit; (iii) one-time step-up in Contract value pursuant to a Contract death benefit; (iv) allocation of assets to a Fund through a Contract as a result of payments such as loan repayments, scheduled contributions, retirement plan salary reduction contributions, or planned premium payments to the Contract; or (v) pre-arranged transfers at the conclusion of a required free look period.

  • Purchase Agreement shall have the meaning set forth in the preamble.