Accredited Equityholders definition

Accredited Equityholders means (a) the Equityholders identified as such on the Consideration Spreadsheet except for any Equityholder listed thereon that Parent notifies Company prior to the Closing Date is being removed because Parent has not received evidence reasonably satisfactory to it that the Equityholder is an “accredited investor,” as such term is defined in Rule 501(a) of the Securities Act, (b) any other Equityholder that executes and delivers to Company or Parent after the date of this Agreement an Accredited Investor Questionnaire that indicates that such Equityholder is an accredited investor and that Parent in its sole discretion determines is, in fact, an “accredited investor” and (c) any other Equityholder that Parent in its sole discretion determines is an “accredited investor” (as such term is defined in Rule 501(a) under the Securities Act) without having received such a questionnaire.
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Accredited Equityholders means (a) the Equityholders identified as such on the Consideration Spreadsheet except for any Equityholder listed thereon that Parent notifies Company prior to the Closing Date is being removed because Parent has not received evidence reasonably satisfactory to it that the Equityholder is an “accredited investor,” as such term is defined in Rule 501(a) of the Securities Act, (b) any other Equityholder that executes and delivers to Company or Parent after the date of this Agreement the Parent Stockholder Agreements that indicates that such Equityholder is an accredited investor and that Parent in its sole discretion determines is, in fact, an “accredited investor” and (c) any other Equityholder that Parent in its sole discretion determines is an “accredited investor” (as such term is defined in Rule 501(a) under the Securities Act) without having received such a questionnaire.
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Accredited Equityholders means in connection with any Milestone Payment, the Seller Equityholders listed in the applicable Consideration Notice that, within five (5) Business Days of the date of the delivery of such Consideration Notice, executes and delivers to the Buyer an Accredited Investor Questionnaire that indicates that such Seller Equityholder is an accredited investor and that Buyer in its sole discretion determines is, in fact, an “accredited investor” (as such term is defined in Rule 501(a) of Regulation D promulgated under the Securities Act).
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Examples of Accredited Equityholders in a sentence

  • Upon the election of Parent, the Merger Consideration payable to the Equityholders shall be reallocated among such Equityholders to result in Parent Shares being issued only to Accredited Equityholders (and to Equityholders who have satisfied their obligations under Section 3.6) and only cash being issued to Equityholders who are not Accredited Equityholders (or who have not satisfied their obligations under Section 3.6).

Related to Accredited Equityholders

  • Equityholders has the meaning set forth in the Preamble.

  • Equityholder has the meaning set forth in the Preamble.

  • accredited representative means an individual whose name is included on the Police Station Register and who is accredited by a body recognised by us as competent to grant such accreditation;

  • accredited person means a person registered in terms of the Regulations as an electrical tester for single phase, an installation electrician or a master installation electrician, as the case may be;

  • Disclosure Representative means the Finance Director, or his or her designee, or such other person as the Issuer shall designate in writing to the Disclosure Dissemination Agent from time to time as the person responsible for providing Information to the Disclosure Dissemination Agent.

  • Foreign personal representative means a personal representative appointed by another jurisdiction.

  • list of accredited prospective providers means the list of accredited prospective providers which the municipality must keep in terms of paragraph 14 of this policy;

  • public representative means an individual who is not a member, former member, student or former student of any accounting body;

  • U.S. Accredited Investor means an “accredited investor” within the meaning of Rule 501(a) of Regulation D;

  • Accredited Investors should complete this Section

  • Foreign person means any person (including any individual, partnership, corporation, or other form of association) other than a United States person.

  • Tax Matters Person Certificate The Class A-R Certificate with a Denomination of $0.01.

  • Investment adviser representative means an individual employed by or associated with an investment adviser or federal covered investment adviser and who makes any recommendations or otherwise gives investment advice regarding securities, manages accounts or portfolios of clients, determines which recommendation or advice regarding securities should be given, provides investment advice or holds herself or himself out as providing investment advice, receives compensation to solicit, offer, or negotiate for the sale of or for selling investment advice, or supervises employees who perform any of the foregoing. The term does not include an individual who:

  • Institutional Accredited Investors Institutions that are “accredited investors” within the meaning of Rule 501(a) (1), (2), (3) or (7) of Regulation D under the Act or any entity all of the equity owners of which are such institutions.

  • Foreign Personnel means such professionals and support staff, who at the time of being so provided had their domicile outside the Employer’s country.

  • Partnership Representative has the meaning set forth in Section 5.2(a).

  • Member in a Bidding Consortium or “Member” shall mean each Company in a Bidding Consortium. In case of a Technology Partner being a member in the Consortium, it has to be a Company.

  • Institutional Accredited Investor Certificate means a certificate substantially in the form of Exhibit G hereto.

  • Accredited Investor Questionnaire means the Accredited Investor Questionnaire set forth as Exhibit C-1 hereto.

  • Accredited means approved by the:

  • Institutional Accredited Investor means an institution that is an "accredited investor" as defined in Rule 501(a)(1), (2), (3) or (7) under the Securities Act.

  • Accredited Investor has the meaning set forth in Regulation D promulgated under the Securities Act.

  • Controlling Note Holder Representative shall have the meaning assigned to such term in Section 6(a).

  • Controlling Shareholders means controlling shareholders of the Company, as such term is defined in the Ordinance.

  • Accredited Assessor means a person accredited by the management unit established by the Commonwealth under the Supported Wage System to perform assessments of an individual’s productive capacity within the Supported Wage System.