Contributing Person definition

Contributing Person means one or more Persons, in addition to the Eligible Person, who is potentially liable or jointly liable with the Eligible Person in respect of the relevant Claim;
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Contributing Person has the meaning given in Section 4.5(b).
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Examples of Contributing Person in a sentence

  • If more than one Contributing Person exercises the Default Purchase Option, all Contributing Persons who exercised the Default Purchase Option (the “Default Purchasers”) will purchase the Class A Membership Interest of the Defaulting Member in proportion to their respective Class A Membership Interest Percentages.

  • Each Contributing Person may then choose to do nothing further, or such Person may elect by sending Notice to the Company and the Defaulting Member within [***] days after receiving Notice of the Event of Default to purchase the entire Class A Membership Interest of the Defaulting Member in accordance with Section 4.5(c) (the “Default Purchase Option”).

  • Each Contributing Person has good and marketable title in and to the Contributing Person's Stock owned by each respective Contributing Person, free and clear of any Encumbrance.

  • The representations and warranties of eVentures, Merger Sub, the Principal Stockholder, each Purchaser and each Contributing Person contained herein or in any document furnished pursuant hereto shall survive the Closing of the Transaction.

  • To each Contributing Person, the number of shares of eVentures Stock to be issued to such Contributing Person as set forth in Schedule 1-B, upon the delivery of the consideration to be provided by such Contributing Person set forth in Schedule 1-B.

  • To each IEOH Stockholder, Purchaser and Contributing Person, the Registration Rights Agreement in the form attached as Exhibit C, executed by eVentures.

  • The number of shares of eVentures Stock to be issued to such Contributing Person as set forth in Schedule 1, upon the delivery of the consideration to be provided by such Contributing Person set forth in Schedule 1.

  • For each Contributing Person that is contributing securities to eVentures, a Letter of Transmittal, executed by each Contributing Person.

  • A Termination of Stockholders Agreement, in the form attached on Appendix D, executed by each Contributing Person.

  • Each certificate of eVentures Stock issued to each Contributing Person pursuant to terms of this Agreement shall bear the following legend: THE SHARES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED PURSUANT TO THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE TRANSFERRED UNLESS THEY ARE SO REGISTERED OR, IN THE OPINION OF COUNSEL ACCEPTABLE TO THIS CORPORATION, SUCH TRANSFER IS EXEMPT FROM REGISTRATION.

Related to Contributing Person

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

  • Contributing Member has the meaning set forth in Section 3.02(b).

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

  • Contributing Guarantors as defined in Section 7.2.

  • Contribution Share means, for any Guarantor in respect of any Excess Payment made by any other Guarantor, the ratio (expressed as a percentage) as of the date of such Excess Payment of (i) the amount by which the aggregate present fair salable value of all of its assets and properties exceeds the amount of all debts and liabilities of such Guarantor (including contingent, subordinated, unmatured, and unliquidated liabilities, but excluding the obligations of such Guarantor hereunder) to (ii) the amount by which the aggregate present fair salable value of all assets and other properties of the Borrower and all of the Guarantors other than the maker of such Excess Payment exceeds the amount of all of the debts and liabilities (including contingent, subordinated, unmatured, and unliquidated liabilities, but excluding the obligations of the Borrower and the Guarantors hereunder) of the Borrower and all of the Guarantors other than the maker of such Excess Payment; provided, however, that, for purposes of calculating the Contribution Shares of the Guarantors in respect of any Excess Payment, any Guarantor that became a Guarantor subsequent to the date of any such Excess Payment shall be deemed to have been a Guarantor on the date of such Excess Payment and the financial information for such Guarantor as of the date such Guarantor became a Guarantor shall be utilized for such Guarantor in connection with such Excess Payment. This Section 4.6 shall not be deemed to affect any right of subrogation, indemnity, reimbursement or contribution that any Guarantor may have under applicable law against the Borrower in respect of any payment of Guaranteed Obligations. Notwithstanding the foregoing, all rights of contribution against any Guarantor shall terminate from and after such time, if ever, that such Guarantor shall be relieved of its obligations pursuant to Section 8.4.