Beneficial Ownership of Shares. A certificate for the shares acquired by the Grantee shall be registered in the name of the Grantee, or, if applicable, in the names of the heirs of the Grantee.
Beneficial Ownership of Shares. All Healthworld Stock to be received by the U.K. Stockholder pursuant to this Agreement shall, except for restrictions described in Section 14 hereof, have the same rights as all other shares of Healthworld Stock by reason of the provisions of the Certificate of Incorporation of Healthworld or as otherwise provided by the Delaware General Corporation Law. All voting rights of such Healthworld Stock to be received by the U.K. Stockholder shall be fully exercisable by the U.K. Stockholder and the U.K. Stockholder shall not be deprived nor restricted in exercising those rights. At the Closing, Healthworld shall have no class of capital stock issued and outstanding other than the Healthworld Stock.
Beneficial Ownership of Shares. The Consultant’s beneficial ownership of common stock of the Company shall not exceed 4.9% of the outstanding shares of the Company’s common stock. For purposes of this paragraph, beneficial ownership shall be determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended, and Regulations 13D-G thereunder. Consultant may waive the limitations set forth herein by sixty-one (61) days written notice to the Company.
Beneficial Ownership of Shares. As of the date hereof, HK does not "beneficially own" (as defined in Rule 13d-3 under the Exchange Act) more than 1% of the outstanding shares of Common Shares or any securities convertible into, or exchangeable for, Common Shares. HK will not buy additional Common Shares between the date of this Agreement and the Closing.
Beneficial Ownership of Shares. Neither Purchaser nor any of its Affiliates or Associates beneficially owns more than 5% of the outstanding shares of capital stock of the Company or is a party to any agreement, arrangement or understanding for the purpose of acquiring, holding, voting or disposing of any capital stock of the Company, other than as contemplated by this Agreement.
Beneficial Ownership of Shares. MergerCo does not "beneficially ------------------------------ own" (as defined in Rule 13d-3 under the Exchange Act) more than l% of the outstanding shares of Company Common Stock or any securities convertible into or exchangeable for Company Common Stock.
Beneficial Ownership of Shares. None of Merger Company, Finance Company nor any of their affiliates or associates (as defined in Rule 12b-2 under the Exchange Act) "beneficially owns" (as defined in Rule 13d-3 under the Exchange Act) more than 5% of the outstanding shares of Company Common Stock or any securities convertible into or exchangeable for Company Common Stock.
Beneficial Ownership of Shares. Except as may arise in connection with the execution of this Agreement (and the transactions contemplated hereby), neither of Buyer Parents have any filing obligation under Rule 13d-1 under the Exchange Act with respect to Beneficial Ownership of the Company Shares or ADSs.
Beneficial Ownership of Shares. None of Purchaser, Sub or any of their respective "affiliates" or "associates" (as those terms are defined in Rule 12b-2 of the General Rules and Regulations under the Exchange Act) "beneficially owns" (as that term is defined in Rule 13d-3(a) under the Exchange Act) any Shares or any securities convertible into or exchangeable for Shares.
Beneficial Ownership of Shares. The Participant hereby authorizes the Company, in its sole discretion, to deposit for the benefit of the Participant with a Company-designated brokerage firm or, at the Company’s discretion, any other broker with which the Participant has an account relationship of which the Company has notice any or all Shares acquired by the Participant pursuant to the settlement of the Performance Shares.
