Shares shall not be issued pursuant to the exercise of an Award unless the exercise of such Award and the issuance and delivery of such Shares pursuant thereto shall comply with all Applicable Laws, and shall be further subject to the approval of counsel for the Company with respect to such compliance.
the annual service fee would be reduced to the extent that the relevant component of the service necessary to deliver the reduction was, in essence, a ‘manpower’ issue or one otherwise specifically identifiable to the Media Company’s reduced needs.
For the purpose of this Clause 4.7, Applicable Percentage shall mean the percentage determined by dividing (i) the number of the Shares held by that Founder as at the date of the Offer Notice by (ii) the aggregate number of Shares then held by all Founders other than the Offeror and the declining Offeree.
On Completion, the Party B’s title, rights and interest to and in the Assets and Transfer Contracts passes from the Party B to the Party A and the risk of loss or damage to the value of the Assets passes from the Party B to the Party A.
The Software may execute in conjunction with software or other technology (In-Licensed Code) that is licensed to ABC from, and owned by, third parties (Third Party Licensors).
The ABC Escrow Agent shall ensure that the Initial ABC Escrow Amount, including any increases (such as the ABC Escrow Account Interest) and decreases pursuant to this ABC Escrow Agreement (the “ABC Escrow Amount”) is and shall remain subject to the terms of this ABC Escrow Agreement.
For the avoidance of doubt, the Waived Dividends include any dividend on the Preference Share to the extent such dividend is attributable to the declaration and payment by Company of dividends from its distributable profits arising during the Relevant Period.
Upon repayment of the Balance in full in accordance with the terms of the Settlement and Offset Deed, any remaining loan, funding, or debt arrangements in place between XYZ and ABC shall be treated as extinguished and discharged in full.
the Sub-Underwriter will participate as a general sub-underwriter for up to [●] Rights Shares in an aggregate amount of A$[●] in the event of a shortfall to the subscription under the Rights Issue.
The Lease Assets are machinery and equipment and vehicles currently owned by ABC, the ownership of which will be transferred to XYZ pursuant to the Finance Lease Agreement.