Contributing Securityholder definition

Contributing Securityholder means, each (i) Selling Shareholder; (ii) holder of Vested Company Options; and (iii) holder of Company Warrant.
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Contributing Securityholder means any (i) Vested Company Optionholder, (ii) Company Shareholder (other than Buyer), or (iii) Company Warrantholder.
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Contributing Securityholder means (i) each Company Shareholder that is or becomes a signatory hereto, (ii) each holder of Vested Company Options and (iii) each holder of Vested Promised Options.
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Examples of Contributing Securityholder in a sentence

  • For purposes of calculating the amount of cash payable to each Contributing Securityholder pursuant to this Section 2.1(e), such amount of the Founder Note so repaid (net of any Taxes paid or deemed paid by Parent, Buyer or the Company thereon or in respect thereof, calculated using the highest corporate Tax rate applicable in the jurisdiction of the holder of the Founder Note) shall be distributed to each Contributing Securityholder in accordance with such Contributing Securityholder’s Pro Rata Share.

  • Notwithstanding the foregoing, subject to the limitations in Section 11.3, each Selling Securityholder (a "Paying Securityholder") shall have and may exercise or assert, or attempt to exercise or assert, any right of contribution or indemnity against any such Representative who is a Selling Securityholder in his, her or its capacity as a Selling Securityholder (a "Contributing Securityholder").

  • For purposes of calculating the amount of cash payable to each Contributing Securityholder pursuant to the second sentence of this Section 2.1(f), such amount of the Founder Retained Amount shall be distributed to each Contributing Securityholder in accordance with each such Contributing Securityholder’s Pro Rata Share.

  • Furthermore, in the event that Buyer or the Paying Agent is required to withhold taxes with respect to the Representative Expense Fund from any consideration Buyer or Paying Agent makes to any Contributing Securityholder, then such withholding will instead be deducted from the consideration that is paid to the relevant Contributing Securityholder at Closing, in order to ensure that the funds actually being transferred to the Representative Expense Fund shall equal the Representative Expense Amount.

  • The Escrow Amount shall be withheld from each Contributing Securityholder based on such Contributing Securityholder’s Pro Rata Share, and each Contributing Securityholder shall be deemed to have contributed to the Escrow Fund such holder’s Pro Rata Share of the Escrow Amount, to be held by the Escrow Agent pursuant to this Agreement and the Escrow Agreement.

  • Without limiting the generality of the foregoing, by virtue of the approval of this Agreement and the Acquisition (and no act of such Contributing Securityholder), each Contributing Securityholder grants the Representative full power and authority to interpret all the terms and provisions of this Agreement and the Escrow Agreement and to consent to any amendment hereof or thereof on behalf of such Contributing Securityholder and its successors.

  • The Purchaser shall not be entitled to set-off against any payment obligations owing by it to any of the Company Shareholders or any Contributing Securityholder under this Agreement, or any other certificate, agreement, document or other instrument to be executed and delivered by the Purchaser in connection with the transactions contemplated hereby, or against any claims that the Purchaser may have under such agreements against any of the foregoing.

  • Contributing Securityholder shall not have and shall not exercise or assert or attempt to exercise or assert, any right of contribution or right of indemnity or any other right or remedy against SFG in respect of such indemnification or contribution obligation to the Paying Securityholder.

  • The Representative Expense Amount shall be withheld from each Contributing Securityholder based on such Contributing Securityholder’s Pro Rata Share, and each Contributing Securityholder shall be deemed to have contributed to the Representative Expense Fund such Contributing Securityholder’s Pro Rata Share of the Representative Expense Amount, to be held by the Representative pursuant to this Agreement.

  • The Representative Expense Amount shall be withheld from each Contributing Securityholder based on such Contributing Securityholder’s Pro Rata Share, and each Contributing Securityholder shall be deemed to have contributed to the Representative Expense Fund such holder’s Pro Rata Share of the Representative Expense Amount, to be held by the Representative pursuant to this Agreement.


More Definitions of Contributing Securityholder

Contributing Securityholder means the Stockholders in their capacities as such (other than with respect to Dissenting Shares, Cancelled Shares, shares of Company Restricted Stock and shares of the Company’s Series C Preferred Stock), any Optioholder that holds Vested Options that are In-the-Money Company Options, and Warrantholders (other than with respect to Out-of-the-Money Company Warrants) immediately prior to the First Effective Time.
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Contributing Securityholder means (i) each holder of Vested Company Options, and (ii) each Company Shareholder, in each case as set forth on Schedule 1.1(b).
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Contributing Securityholder means (i) each holder of Vested Company Options, and (ii) each Company Shareholder, in each case as set forth on S chedule 1.1(b).
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Related to Contributing Securityholder

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

  • 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.

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

  • Company Securityholders means the Company Stockholders, Company Optionholders and Company Warrantholders, collectively.

  • Contributing Employer means any employer other than a reimbursing employer or rated governmental employer.

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

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

  • Securityholder means the Person in whose name a Security is registered on the Registrar's books.

  • Company Stockholder means the holder of either a share of Company Common Stock or a share of Company Preferred Stock.

  • Member contribution means a contribution under regulation 32;

  • Class B Stockholder means (i) the registered holder of a share of Class B Common Stock at the Effective Time and (ii) the initial registered holder of any shares of Class B Common Stock that are originally issued by the Corporation after the Effective Time.

  • Voting Member means a Member holding one or more Voting Shares.

  • Stockholder Group means the Stockholder and each Person (other than any member of the Company Group) that is an Affiliate of the Stockholder.

  • Interested Trustee means any trustee of a Plan who is also (a) an officer, director, trustee, partner or employee of, or who owns, controls, or holds power to vote 5% or more of the outstanding voting securities of, (i) any Insured (other than such Plan), or (ii) any Affiliated Entity, or (iii) any Fund to which such Insured or any Affiliated Entity provides any services, or (b) an Insured or an Affiliated Entity.

  • Company Shareholder means any holder of any Company Shares.

  • Founding Member means any individual who is either:

  • Tax Matters Person Any person designated as "tax matters person" in accordance with Section 5.06 and the manner provided under Treasury Regulation ss. 1.860F-4(d) and Treasury Regulation ss. 301.6231(a)(7)-1.

  • Class B Member means a Member holding one or more Class B Ordinary Shares.

  • Shareholder Group means (i) Shareholder and (ii) any Affiliate or Shareholder Family Entity (as defined in the Shareholder's Agreement) of Shareholder (other than the Company).

  • Interested Member means any person (other than the Company and any direct or indirect majority-owned subsidiary of the Company) that:

  • Beneficial Ownership Certification means a certification regarding beneficial ownership as required by the Beneficial Ownership Regulation.

  • Holder Group means the Holder plus any other Person with which the Holder is considered to be part of a group under Section 13 of the Exchange Act or with which the Holder otherwise files reports under Sections 13 and/or 16 of the Exchange Act. In determining the number of Equity Interests of a particular class outstanding at any point in time, the Holder may rely on the number of outstanding Equity Interests of such class as reflected in (x) the Company’s most recent Annual Report on Form 10-K or Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission, as the case may be, (y) a more recent public announcement by the Company or (z) a more recent notice by the Company or its transfer agent to the Holder setting forth the number of Equity Interests of such class then outstanding. For any reason at any time, upon written or oral request of the Holder, the Company shall, within one (1) Trading Day of such request, confirm orally and in writing to the Holder the number of Equity Interests of any class then outstanding. Anything herein to the contrary, any increase in the Beneficial Ownership Limitation will not be effective until the 61st day after such notice is delivered to the Company. The provisions of this Section 10 shall be construed, corrected and implemented in a manner so as to effectuate the intended beneficial ownership limitation herein contained.

  • Unitholder means a person holding units in the scheme of the Mutual Fund.