Contributing Holders definition

Contributing Holders means Xxxx X. Xxxxxxx and any other holder of Company Shares or Company Options who enters into an agreement with Parent prior to the Effective Time providing for such holder to acquire shares of capital stock, or options to acquire shares of capital stock, of Parent immediately prior to the Effective Time.
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Contributing Holders means all Company Shareholders (other than the Buyer), holders of Vested Company Options, and holders of Company Warrants, in each case, as of immediately prior to the Closing.
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Contributing Holders shall have the meaning set forth in the Recitals hereto.
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Examples of Contributing Holders in a sentence

  • The costs and expense (including reasonable attorneys’ fees and expenses) incurred by the Escrow Agent in connection with such proceeding shall be the joint and several obligations of the Interested Parties (in the case of the Representative, on behalf of the Contributing Holders) (subject to Section 7(e)).

  • For the avoidance of any doubt, Escrow Agent is not authorized to, and hereby undertakes not to, release or distribute the Escrow Property (or any portion thereof) directly to any of the Contributing Holders.

  • A small number of large awards will be made to selected institutions.

  • The problem is not that processes and tools must be invented; the problem is the change of mindset in the organizations and their people, and how to manage a culture of change.‐ Agile project management methods are successfully applied in other industries, especially in innovation driven businesses, such as IT.

  • The Escrow Agent may deliver an invoice to the Representative for any amounts payable by the Representative (on behalf of the Contributing Holders) under this Agreement.

  • The parties hereto agree that such percentage or amount of such Escrow Property or portion thereof that shall be specified for release to the Payments Administrator for further distribution to any or all of the Contributing Holders (or the 102 Trustee or a U.S. Subsidiary, if applicable) in such written instructions or Order shall be determined and calculated by the Representative such that the amount so distributed to any Contributing Holder is equal to such Contributing Holder’s Pro Rata Share.

  • Each of the Company and the Contributing Holders shall contribute towards a Claimant’s Underwriter Liability by delivering their respective Contribution Amounts to the Claimant within ten (10) New York Business Days following their receipt of evidence of payment of an Underwriter Liability by such Claimant, in accordance with the wire transfer instructions set forth in the corresponding Claim Notice.

  • None of the foregoing agreements requires any material performance or forbearance by the Contributing Holders prior to the Effective Time.

  • To the knowledge of the Contributing Holders, each of JGW, SSC Management, the Partnerships and the General Partners is duly organized, validly subsisting or existing in good standing under the laws of its state of incorporation or organization as a limited partnership, has full corporate or partnership power and authority to conduct its business as it is presently being conducted and to own, lease and operate its properties and assets.

  • The Payments Administrator and 102 Trustee shall solely be responsible for any required withholding obligations on payments to Contributing Holders.


More Definitions of Contributing Holders

Contributing Holders means Jeff Webb, John Nichols and any other holder of Company Shares or Company Oxxxxxx xxo xxxxxx xxxx an agreement with Parent prior to the Effective Time providing for such holder to acquire shares, or options to acquire shares, of Parent immediately prior to the Effective Time.
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Contributing Holders means Jeff Webb, John Nichols and any other holder of Company Shares or Company Options who enters into an agreement with Parent prior to the Effective Time providing for such holder to acquire shares, or options to acquire shares, of Parent immediately prior to the Effective Time.
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Contributing Holders means John Douglas Morton, Thomas T. Hendrickson, David J. Campisi, Gregxxx X. Xxxxxx xxx Xesx X. Xxxxxxxxx xxx xxy xxxxx xxxxxx xx Coxxxx Xxxxxx xx Xxmpany Xxxxxxx xxx xxxxrs into a Contribution and Exchange Agreement or other agreement providing for such holder to (i) acquire shares of capital stock of Parent immediately prior to the Effective Time and/or (ii) agree to amend the terms of a portion of their Company Options effective concurrently with the consummation of the Merger.
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Related to Contributing Holders

  • Contributing Partner means each Partner contributing (or deemed to have contributed on termination and reconstitution of the Partnership pursuant to Section 708 of the Code or otherwise) a Contributed Property.

  • Contributing Parties has the meaning assigned to such term in the preamble.

  • Contributing Member shall have the meaning set forth in Section 3.2(b).

  • Selling Holders means, with respect to a specified registration pursuant to this Agreement, Holders whose Registrable Securities are included in such registration.

  • Contributing Party has the meaning assigned to such term in Section 5.02.

  • Initiating Holders means, collectively, Holders who properly initiate a registration request under this Agreement.

  • Majority Participating Holders means Participating Holders holding more than 50% of the Registrable Securities proposed to be included in any offering of Registrable Securities by such Participating Holders pursuant to Section 2.1 or Section 2.2.

  • Participating Holders means all Holders of Registrable Securities which are proposed to be included in any offering of Registrable Securities pursuant to Section 2.1 or Section 2.2.

  • Contributing Guarantors as defined in Section 7.2.

  • Registrable Securities means (i) the Shares (if Common Stock) or all shares of Common Stock of the Company issuable or issued upon conversion of the Shares and (ii) any Common Stock of the Company issued as (or issuable upon the conversion or exercise of any warrant, right or other security which is issued as) a dividend or other distribution with respect to, or in exchange for or in replacement of, any stock referred to in (i).

  • Non-Contributing Member shall have the meaning set forth in Section 3.2(b).

  • Existing Holders shall have the meaning given in the Preamble.

  • Key Holder Registrable Securities means (i) the shares of Common Stock held by the Key Holders, and (ii) any Common Stock issued as (or issuable upon the conversion or exercise of any warrant, right, or other security that is issued as) a dividend or other distribution with respect to, or in exchange for or in replacement of such shares.

  • Initiating Holder has the meaning set forth in Section 2.01(a).

  • Affiliated Redeeming Unitholder means an affiliated person or a promoter of or a principal underwriter for the Trust, or an affiliated person of such a person, promoter or principal underwriter. The terms "affiliated person," "promoter" and "principal underwriter" as used in the preceding sentence shall have the meanings assigned to each such term in the Investment Company Act of 1940, as amended.

  • Investor Registrable Securities means (i) any Common Equity held (directly or indirectly) by an Investor or any of its Affiliates, and (ii) any equity securities of the Company or any Subsidiary issued or issuable with respect to the securities referred to in clause (i) above by way of dividend, distribution, split or combination of securities, or any recapitalization, merger, consolidation or other reorganization.

  • Public Stockholders means the holders of securities issued in the Public Offering; (vii) “Trust Account” shall mean the trust fund into which a portion of the net proceeds of the Public Offering shall be deposited; and (viii) “Transfer” shall mean the (a) sale of, offer to sell, contract or agreement to sell, hypothecate, pledge, grant of any option to purchase or otherwise dispose of or agreement to dispose of, directly or indirectly, or establishment or increase of a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning of Section 16 of the Exchange Act, and the rules and regulations of the Commission promulgated thereunder with respect to, any security, (b) entry into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any security, whether any such transaction is to be settled by delivery of such securities, in cash or otherwise, or (c) public announcement of any intention to effect any transaction specified in clause (a) or (b).

  • Selling Holder means a Holder who is selling Registrable Securities pursuant to a registration statement.

  • Public member means an individual who is not, and never

  • Sponsor Group means the Sponsors and the Sponsor Related Parties.

  • Company Underwriter has the meaning set forth in Section 4(a).

  • Majority Stockholders means any Stockholder or combination of Stockholders who at the date of this Agreement own shares of Company Common Stock representing more than two-thirds of the total number of shares of Company Common Stock outstanding at the date of this Agreement.

  • Participating Holder means any Holder of Registrable Securities that has returned a completed and signed Notice and Questionnaire to the Company in accordance with Section 2(b) hereof.

  • Additional Registrable Securities means, (i) any Cutback Shares not previously included on a Registration Statement and (ii) any capital stock of the Company issued or issuable with respect to the Common Shares, the Warrants, the Warrant Shares, or the Cutback Shares, as applicable, as a result of any stock split, stock dividend, recapitalization, exchange or similar event or otherwise without regard to any limitations on exercise of the warrants.

  • Existing Stockholders means the stockholders of the Corporation immediately prior to the IPO as listed on Schedule A (including the Existing Stockholders Representative in its capacity as an Existing Stockholder) together with any Permitted Assignees.

  • Initial Registrable Securities means (i) the Common Shares issued or issuable upon conversion of the Notes issued pursuant to the terms of the Securities Purchase Agreement, and (ii) any capital stock of the Company issued or issuable with respect to the Common Shares, or the Notes as a result of any stock split, stock dividend, recapitalization, exchange or similar event or otherwise without regard to any limitations on conversion of the Notes.