Plan of Share Exchange definition

Plan of Share Exchange has the meaning set forth in the Recitals;
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Plan of Share Exchange has the meaning set forth in Section 2.3(a).
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Plan of Share Exchange has the meaning set forth in Recital “A” of this Agreement substantially in the form attached as Schedule “A” to this Agreement, with such changes thereto as the Parties, acting reasonably, may agree;
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Examples of Plan of Share Exchange in a sentence

  • This Plan of Share Exchange may be executed in one or more counterparts and may be executed and delivered by electronic transmission, all of which taken together shall be deemed to constitute one and the same Plan of Share Exchange.

  • Pursuant to the Plan of Share Exchange and subject to the terms and conditions of this Agreement, the TargetCo Securityholders will exchange with and assign and transfer to the Purchaser and the Purchaser will receive from the TargetCo Securityholders, the number of TargetCo Shares which are beneficially owned by such TargetCo Securityholders.

  • This Agreement, together with the documents required to be delivered pursuant to this Agreement, constitute the entire agreement among the parties hereto pertaining to the subject matter hereof and supersedes all prior agreements, understandings, negotiations, and discussions, whether oral or written, between the parties hereto with respect to the subject matter hereof including the Plan of Share Exchange and the Ancillary Agreements.

  • The consummation of the Share Exchange and the other transactions contemplated by this agreement is subject to the principal terms of this Plan of Share Exchange having been approved by the shareholders of CRI prior to or on the Effective Date.

  • CRI and Earny hereby agree upon and adopt this Plan of Share Exchange.

  • After the adoption of this Plan of Share Exchange by the vote of the requisite number of holders of shares of PP Nevada (voting as a single class), this Plan of Share Exchange shall become effective on the date the Articles of Exchange, respectively, have been filed with the Secretary of State of the State of Nevada (the “Effective Date”).

  • From time to time on and after the Effective Date, each party hereto agrees that it will execute and deliver or cause to be executed and delivered all such further assignments, assurances, or other instruments, and shall take or cause to be taken all such further actions, as may be necessary or desirable to complete the Share Exchange provided for herein and the other transactions contemplated by this Plan of Share Exchange.

  • Except as provided for in this Agreement, TargetCo will make commercially reasonable efforts to prohibit the TargetCo Securityholders from acquiring or disposing of any TargetCo Securities following the date of this Agreement and the Plan of Share Exchange.

  • NOW, THEREFORE, Nepra CO and Nepra BC hereby agree upon and adopt this Plan of Share Exchange.

  • At any time before the Effective Date, this Plan of Share Exchange may be terminated and abandoned by agreement of the boards of directors of Nepra CO and Nepra BC, notwithstanding approval of this Plan of Share Exchange by Nepra CO Shareholders.


More Definitions of Plan of Share Exchange

Plan of Share Exchange means the Plan of Share Exchange of even date herewith entered into by MFC and KBI, in the form of Exhibit A hereto.
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Plan of Share Exchange means the Plan of Share Exchange described in this Agreement.
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Plan of Share Exchange means the Plan of Share Exchange of even date herewith entered into by FFKY and CBIN, in the form of Exhibit A hereto.
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Related to Plan of Share Exchange

  • Share Exchange has the meaning set forth in Section 2.1.

  • Share Exchange Agreement has the meaning specified in the Recitals.

  • Resolution of Shareholders means either:

  • Share Exchange Event shall have the meaning specified in Section 14.07(a).

  • First Merger shall have the meaning given in the Recitals hereto.

  • Share Exchange Ratio has the meaning given to it in Section 3.1(d);

  • Plan of Merger has the meaning set forth in Section 2.2.

  • unanimous shareholder agreement means either: (i) a lawful written agreement among all the shareholders of the Corporation, or among all the shareholders and one or more persons who are not shareholders; or (ii) a written declaration of the registered owner of all of the issued shares of the Corporation; in each case, that restricts, in whole or in part, the powers of the directors to manage, or supervise the management of the business and affairs of the Corporation, as from time to time amended.

  • 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.

  • Company Stockholder Approval has the meaning set forth in Section 4.2(b).

  • Company Merger has the meaning set forth in the recitals hereto.

  • Company Shareholder Approval has the meaning set forth in Section 4.03(d).

  • Recapitalization Agreement shall have the meaning set forth in the Recitals.

  • IPO means the Company’s initial public offering of securities.

  • 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.

  • Company Stock Plan means any stock option plan or other stock or equity-related plan of the Company.

  • Common Share Reorganization has the meaning set forth in Section 4.1;

  • Initial Merger Consideration has the meaning set forth in Section 2.2(a).

  • Reorganization Transaction see clause (d) of the definition of “Change of Control.”

  • Reorganization Transactions shall have the meaning set forth in the recitals.

  • Parent Shareholder Approval means the approval of the Parent Share Issuance by the affirmative vote of a majority of the Parent Common Shares entitled to vote thereon and present in person or represented by proxy at the Parent Shareholder Meeting in accordance with applicable securities Laws, the rules and regulations of the NYSE and the TSX, as applicable, the ABCA and the Organizational Documents of Parent.

  • Exchange Transaction means an exchange of Units for Common Units pursuant to, and in accordance with, the Exchange Agreement or, if the Issuer and the exchanging Limited Partner shall mutually agree, a Transfer of Units to the Issuer, the Partnership or any of their subsidiaries for other consideration.

  • Stock Split means any kind of stock split in relation to the Shares, including a free share distribution to the holders of Shares, a stock dividend or a sub-division of Shares;

  • 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.

  • Merger Closing means the “Closing” as defined in the Merger Agreement.