Deerfield Holders definition

Deerfield Holders means the Initial Deerfield Investor and any Deerfield Related Investors.
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Deerfield Holders means Deerfield Partners together with any investment funds and/or managed accounts that are managed on a discretionary basis by the same investment manager as Deerfield Partners that holds Registrable Securities.
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Deerfield Holders means the Sponsor, Deerfield Fund IV and Deerfield Partners, L.P
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Examples of Deerfield Holders in a sentence

  • Notwithstanding the foregoing, only the provisions of Section 8(f) of the Exchange Agreement between the Company, Initial Braidwell Investor, and the Initial Deerfield Investor, rather than this Section 1.05, shall be applicable with respect to each of the Braidwell Holders and the Deerfield Holders.

  • Notwithstanding the foregoing, only the provisions of Section 8(e) of the Exchange Agreement between the Company and the Initial Deerfield Investor, rather than this Section 1.05, shall be applicable with respect to each of the Deerfield Holders.

  • The Company shall also reimburse the Braidwell Holders and the Deerfield Holders for the reasonable fees and disbursements of their respective Legal Counsel in the aggregate amount of up to $25,000 per Registration per Legal Counsel in connection with Registrations pursuant to Section 2 or 3 of this Agreement.

  • For the avoidance of doubt, Notes held or beneficially owned by Deerfield Holders shall not be disregarded for any purposes pursuant to this Section 8.04 or any other matter.

  • The Collateral Agent will be subject to such directions as may be given to it by the Trustee, or the Administrative Determination Holder(s), and prior to the Braidwell Disposition Date, the Braidwell Holders, and prior to the Deerfield Disposition Date, the Deerfield Holders, as applicable, from time to time (as required or permitted by this Indenture).

  • From and after the filing of the Certificate of Designation with the Secretary of State of the State of Delaware, without the prior written consent of the Deerfield Holders, except for the issuance of the PIPE Shares to the Deerfield Holders and any other issuances of Series A Common Equivalent Preferred Stock to the Holders and their respective Affiliates, the Company shall not issue or agree to issue any shares of Series A Common Equivalent Preferred Stock other than pursuant to this Agreement.

  • For the avoidance of doubt, Notes held or beneficially owned by Braidwell Holders or Deerfield Holders shall not be disregarded for any purposes pursuant to this Section 8.04 or any other matter.

  • Therefore, a careful calibration of the variation of the strip electrical resistance with temperature is essential.

  • The Deerfield Holders (in their capacity as Administrative Determination Holder(s) or otherwise) shall not be under any obligation to any Holder to ascertain or to inquire as to the observance or performance of any of the agreements contained in, or conditions of, this Indenture or any other Notes Document, or to inspect the properties, books or records of any Note Party or any Note Party’s Affiliates.

  • Within forty-five (45) days after the end of each fiscal year of the Company, the Note Parties and their Subsidiaries shall deliver to the Trustee, with a copy to the Braidwell Investors (for so long as the Braidwell Investors are included in the Required Holders) and the Deerfield Holders (for so long as such Deerfield Holders are including in the Required Holders), an updated Perfection Certificate.


More Definitions of Deerfield Holders

Deerfield Holders means Deerfield Partners, L.P. (the “Initial Deerfield Holder”) and any investment fund or managed account that is managed on a discretionary basis by the same investment manager as any of the Initial Deerfield Holder.
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Related to Deerfield Holders

  • Preferred Holders means the record owners of outstanding Preferred Securities.

  • Preferred Shareholders means the holders of Preferred Shares.

  • Majority Shareholders means Xxxxxxx X. Xxx and Xxxxxxx X. Xxxxxxx.

  • Oaktree means Oaktree Capital Management, LLC and its Affiliates, including any partnerships, separate accounts or other entities managed by Oaktree.

  • 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.

  • Equity Holders means the Stockholders and the Option Holders.

  • PIPE Investors means those certain investors participating in the PIPE Investment pursuant to the Subscription Agreements.

  • Initial Holders has the meaning set forth in the preamble.

  • Founders means all Members immediately prior to the consummation of the IPO.

  • Management Shareholders means Xxxxxx X. Xxxxx, Xxxxxxxx X. Xxxxxx and Xxxxx X. XxXxxxx;

  • Preferred Holder means, with respect to a series of Preferred Units, a Record Holder of such series of Preferred Units.

  • Majority Shareholder means a holder of more than fifty percent (50%) of the outstanding stock of the Company, or if no person holds more than fifty percent (50%) of the outstanding stock of the Company, the holder of a plurality of the outstanding stock of the Company.

  • Initial Shareholders means the Sponsor and any Insider that holds Founder Shares; (v) “Private Placement Warrants” shall mean the 6,000,000 warrants (or 6,600,000 warrants if the over-allotment option is exercised in full) that the Sponsor has agreed to purchase for an aggregate purchase price of $6,000,000 (or $6,600,000 if the over-allotment option is exercised in full), or $1.00 per warrant, in a private placement that shall occur simultaneously with the consummation of the Public Offering; (vi) “Public Shareholders” shall mean 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 and the sale of the Private Placement Warrants 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).

  • Preferred Shareholder means any holder of Preferred Shares.

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

  • 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.

  • Common Shareholders means the registered and/or beneficial holders of the Common Shares, as the context requires.

  • Existing Investors shall have the meaning given in the Preamble hereto.

  • Principal Stockholders CERTAIN TRANSACTIONS," "DESCRIPTION OF SECURITIES," and "SHARES ELIGIBLE FOR FUTURE SALE" have been reviewed by such counsel, and insofar as they refer to statements of law, descriptions of statutes, licenses, rules or regulations or legal conclusions, are correct in all material respects;

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

  • Lead Investors means collectively, BlackRock, GSO, Magnetar and, solely for purposes of Section 2.02(b), Investment Partners V (II), LLC.

  • BRS means Behavior Rehabilitation Services.

  • Majority Holders means the Holders of a majority of the aggregate principal amount of Securities registered under a Registration Statement.

  • Independent Shareholders means holders of outstanding Voting Shares, excluding (i) any Acquiring Person, (ii) any Offeror, (iii) any Affiliate or Associate of any Acquiring Person or Offeror, (iv) any Person acting jointly or in concert with any Acquiring Person or Offeror, and (v) any employee benefit plan, share purchase plan, deferred profit sharing plan or trust for the benefit of employees of the Corporation or a wholly-owned Subsidiary of the Corporation (unless the beneficiaries of such plan or trust direct the manner in which such Voting Shares are to be voted or direct whether the Voting Shares are to be deposited or tendered to a Take-Over Bid, in which case such plan or trust shall be considered to be an Independent Shareholder).

  • Public Shareholders means the holders of Ordinary Shares included in the Units issued in the Public Offering; (v) “Public Shares” shall mean the Ordinary Shares included in the Units issued in the Public Offering; (vi) “Trust Account” shall mean the trust account into which a portion of the net proceeds of the Public Offering and the sale of the Private Placement Warrants shall be deposited; (vii) “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 Securities Exchange Act of 1934, as amended, 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); and (viii) “Charter” shall mean the Company’s Amended and Restated Memorandum and Articles of Association, as the same may be amended from time to time.

  • Common Stockholders means holders of shares of Common Stock.