Other Holders. The Warrants are issued upon the following terms, to all of which each Holder or owner thereof by the taking thereof consents and agrees:
(a) any person who shall become a transferee, within the limitations on transfer imposed by Section 3(a) hereof, of a Warrant properly endorsed, shall take such Warrant subject to the provisions of Sections 3(a) and 3(b) hereof and thereupon shall be authorized to represent that such transferee is the absolute owner thereof and, subject to the restrictions contained in this Warrant Agreement, shall be empowered to transfer absolute title by endorsement and delivery thereof to a permitted bona fide purchaser for value; and (b) each prior taker or owner waives and renounces all equities or rights in such Warrant in favor of each such permitted bona fide purchaser, and each such permitted bona fide purchaser shall acquire absolute title thereto and to all rights presented thereby; and (c) until such time as the respective Warrant is transferred on the books of the Company, the Company may treat the registered Holder thereof as the absolute owner thereof for all purposes, notwithstanding any notice to the contrary.
Other Holders. The subordination provisions set forth in this Agreement shall be binding upon transferees or assignees of each of the Subordinated Parties and upon each other holder of Subordinated Claims and shall inure to the benefit of transferees or assignees of every holder of the Initial Lessor Notes.
Other Holders. No Controlling Holder or Directing Holder shall have any liability to any of the trustee, any servicer, any special servicer, any certificateholder in any Securitization or the other Holders for any action taken, or for refraining from the taking of any action or the giving of any consent. Each Holder (by acceptance of its Note) acknowledges and agrees that (i) the Controlling Holder and the Directing Holder may each have relationships and interests that conflict with those of certificateholders in any Securitization and/or the other Holders; (ii) the Controlling Holder and the Directing Holder may act solely in their respective interests; (iii) the Controlling Holder and the Directing Holder do not have any duties to any Securitization Trust, the certificateholders in any Securitization or the other Holders; (iv) each of the Controlling Holder and the Directing Holder may take actions that favor interests of itself over the interests of the certificateholders in any Securitization and/or the other Holders; (v) neither the Controlling Holder nor the Directing Holder will have any liability whatsoever to any Securitization Trust, any party to the Lead Securitization Servicing Agreement, any party to any Non-Lead Securitization Servicing Agreement, the certificateholders in any Securitization or the other Holders or any other person (including the Mortgage Loan Borrower) for having acted in accordance with or as permitted under the terms of the Lead Securitization Servicing Agreement and this paragraph; and (vi) the certificateholders in any Securitization or the other Holders may not take any action whatsoever against the Controlling Holder or the Directing Holder or any of the respective affiliates, directors, officers, shareholders, members, partners, agents or principals thereof as a result of the Controlling Holder or the Directing Holder having acted in accordance with the terms of and as permitted under the Lead Securitization Servicing Agreement and this paragraph.
Other Holders. Without duplication of any document or information ------------- provided pursuant to this Section 12, the Company shall provide to each Holder of Warrants or Warrant Stock the following:
(i) as soon as available, but not later than 45 days after the end of each quarterly accounting period, a Form 10-Q or, if the Company does not then file quarterly reports with the SEC, the documents referred to in Section 12(a)(ii).
(ii) as soon as available, but not later than 90 days after the end of each fiscal year, a Form 10-K or, if the Company does not then file annual reports with the SEC, the audited consolidated financial statements referred to in Section 12(a)(iii).
(iii) simultaneously with any distribution of any document to the stockholders of the Company generally, any such document so distributed.
Other Holders. Each OPC SAR, whether or not exercisable, that is outstanding and held by any Person other than a CRC Group Employee as of immediately prior to the Effective Time (an “OPC Employee SAR”) shall, upon the Effective Time, be adjusted such that (i) the number of shares of OPC Common Stock subject to such OPC Employee SAR is the Adjusted OPC Share Number (following such adjustment, the OPC Employee SAR shall be an “Adjusted OPC SAR”) and (ii) the per share xxxxx xxxxx of such Adjusted OPC SAR is equal to (x) the xxxxx xxxxx of the relevant OPC SAR as of the Effective Time divided by (y) the OPC Equity Award Ratio, rounded up to the nearest whole cent. Other than as described in the preceding sentence, following the Effective Time the Adjusted OPC SAR shall remain subject to the same terms and conditions as applicable to the OPC Employee SAR prior to the Effective Time.
Other Holders. Each OPC LTI Mixed-Settlement Unit that is outstanding and held by any Person other than a CRC Group Employee as of immediately prior to the Effective Time (an “OPC Employee Mixed-Settlement Unit”) shall, upon the Effective Time, be adjusted such that the number of shares of OPC Common Stock subject to such OPC LTI Mixed-Settlement Unit is the Adjusted OPC Share Number (such adjusted OPC LTI Mixed-Settlement Unit, an “Adjusted OPC MSU”). Other than as described in the preceding sentence, following the Effective Time the Adjusted OPC MSU shall remain subject to the same terms and conditions as applicable to the OPC LTI Mixed-Settlement Unit prior to the Effective Time.
Other Holders. Each OPC RSU that is outstanding and held by any Person other than a CRC Group Employee as of immediately prior to the Effective Time (an “OPC Employee RSU”) shall, upon the Effective Time, be adjusted such that the number of shares of OPC Common Stock subject to such OPC RSU is the Adjusted OPC Share Number (such adjusted OPC RSU, an “Adjusted OPC RSU”). Other than as described in the preceding sentence, following the Effective Time the Adjusted OPC RSU shall remain subject to the same terms and conditions as applicable to the OPC RSU prior to the Effective Time.
Other Holders. No Holder shall disclose any Confidential Information to any Person in contravention of any confidentiality agreement entered into by such Holder. “Confidential Information” means information which is disclosed to the Holders pursuant to a Deliverables Notice under this Indenture or pursuant to Section 3.1 of the Purchase Agreement that is provided on a confidential basis to the Holders, but does not include any such information that (i) is publicly available at the time of disclosure or becomes publicly available other than as a result of a breach of this Section 16.18 or (ii) becomes available to the Holder on a non-confidential basis from a source other than the Company or any of its direct or indirect shareholders, or any of their respective employees, directors, Subsidiaries or Affiliates or any of their respective agents or representatives.
Other Holders. See Section 2.2(a) hereof. -------------
Other Holders. Each OPC RSA that is outstanding, unvested and held by any Person other than a CRC Group Employee as of immediately prior to the Effective Time (an “OPC Employee RSA”) shall, following the Effective Time, remain outstanding and the holder thereof shall receive from OPC upon the Initial Distribution being made such number of shares of CRC Common Stock as determined by applying the Distribution Ratio in the same way as if such outstanding OPC RSAs were fully vested and transferable shares of OPC Common Stock as of the Effective Time (rounded up to the nearest whole share); provided, however, that, immediately after the issuance of such shares of CRC Common Stock, such shares of CRC Common Stock shall automatically be returned to OPC and, in exchange therefor, the holder thereof shall receive an additional OPC RSA (the “Additional OPC RSAs”) with respect to a number of shares of OPC Common Stock equal to (i) (x) the number of shares with respect to such OPC Employee RSA which are outstanding and unvested as of immediately prior to the Effective Time multiplied by (y) the OPC Equity Award Ratio (which product shall be rounded up to the nearest whole share of OPC Common Stock), minus (ii) the number of shares with respect to such OPC Employee RSA which are outstanding and unvested as of immediately prior to the Effective Time. Each Additional OPC RSA shall be granted under the same terms and conditions as the related OPC Employee RSA. Following the Effective Time, each OPC Employee RSA and Additional OPC RSA related thereto shall remain subject to the same terms and conditions as applicable to such OPC Employee RSA prior to the Effective Time.
