Demand Stockholders definition

Demand Stockholders means each stockholder or group of affiliated stockholders who (i) agree to become subject to this Agreement as a Demand Stockholder by executing and delivering the instrument attached hereto as Exhibit A and (ii) are approved as a Demand Stockholder by the Board of Directors and the Investors and their Affiliate Transferees; provided, however, that the addition of Delta Air Lines, Inc. as a Demand Stockholder shall not require the approval of the Investors or their Affiliate Transferees and the addition of any purchaser of Registrable Securities referred to in clause (ii) of Section 10(f) will not require the approval of the Board of Directors.
Demand Stockholders means, as of the date of determination, any Stockholder or Stockholders holding in the aggregate shares of Common Stock that constitute 10% or more of the Purchased Shares.
Demand Stockholders means each stockholder or group of affiliated stockholders who (i) agree to become subject to this Agreement as a Demand Stockholder by executing and delivering the instrument attached hereto as Exhibit A and (ii) are approved as a Demand Stockholder by the Board of Directors.

Examples of Demand Stockholders in a sentence

  • In the event of a Blackout Period under clause (ii) of the definition thereof, the Company shall deliver to the Demand Stockholders requesting registration a certificate signed by either the chief executive officer or the chief financial officer of the Company certifying that, in the good faith judgment of the Board, the conditions described in clause (ii) of the definition of Blackout Period are met.

  • Immediately upon receipt of such notice, the Demand Stockholders covered by the Shelf Registration Statement shall suspend the use of the prospectus until the requisite changes to the prospectus have been made as required below.

  • The Demand Stockholders may change the number of Registrable Securities proposed to be offered pursuant to the Demand Registration at any time prior to commencement of the offering so long as such change would not materially adversely affect the timing or success of the offering.

  • If the Company effects the registration of less than all of the Registrable Securities held by the Demand Stockholders pursuant to the Demand Registration pursuant to Subsection 2(a) solely as a result of the operation of Subsection 2(c), the Demand Stockholder may at any time request an additional two Demand Registrations, provided that at least six months have elapsed since the effective date of the most recent Demand Registration.

  • An underwritten offering shall not count as one of the permitted Fully Marketed Underwritten Offerings if the Company does not provide Full Cooperation in connection therewith or such Demand Stockholders are not able to sell at least 50% in the aggregate of the Registrable Securities desired to be sold in such Fully Marketed Underwritten Offering.

  • From and after the second anniversary date of the Closing, each Demand Stockholder shall, have the one-time right, exercisable by written notice to the Company, to request that the Company effect the registration under the Securities Act of all or part of such Demand Stockholder's Registrable Securities (a "Demand Registration").

  • Any Suspension Period shall terminate at such time as the public disclosure of such information is made or the Company advises the Demand Stockholders in writing that the use of the prospectus may be resumed.

  • In such event, the Demand Stockholders will be entitled to withdraw their request for the Demand Registration.

  • Notwithstanding the foregoing, if the Initiating Securityholder shall be an Initiating Demand Stockholder that has delivered a written request for registration pursuant to Section 3(a), the Company shall provide written notice of the proposed filing of such Registration Statement to all other Demand Stockholders and the Warrant Stockholders then eligible to registration rights pursuant to Section 3 in accordance with Section 3(a), rather than this Section 4(a).

  • The Company shall provide written notice to the Demand Stockholders of (x) any postponement of the filing or effectiveness of a Demand Registration Statement pursuant to this Section 3(d), (y) the Company’s decision to file or seek effectiveness of such Demand Registration Statement following such postponement and (z) the effectiveness of such Demand Registration Statement.


More Definitions of Demand Stockholders

Demand Stockholders has the meaning set forth in Section 4.1.1.3 hereof.
Demand Stockholders has the meaning set forth in Section 4.1.1.3 hereof. “Disability” shall have the meaning provided in the Executive Employment Agreement, dated August 2004, between R. Xxxxxxx Xxxxxx and the Corporation. “Domestic Subsidiary” means any Subsidiary of the Corporation that is incorporated or organized under the laws of the United States of America, any state thereof or the District of Columbia. “Effective Date” has the meaning set forth in the preamble hereof. “Employee Benefit Plan” means any Pension Plan (as defined herein) which is or was maintained or contributed to by the Corporation, any of the Corporation’s Subsidiaries or any of their respective ERISA Affiliates. “Excess Amount” has the meaning set forth in Section 2.3.1.2 hereof. “ERISA” means the Employee Retirement Income Security Act of 1974. “Existing Stockholders Agreement” has the meaning set forth in the recitals hereof. “Falcon” means Falcon Mezzanine Partners, L.P. or its Affiliates. “Fiscal Quarter” means a fiscal quarter of any Fiscal Year. “Fiscal Year” means the fiscal year of the Corporation and the Corporation’s Subsidiaries ending on December 31 of each calendar year. For purposes of this Agreement, any particular Fiscal Year shall be designated by reference to the calendar year in which such Fiscal Year commences. “Foreign Subsidiary” means any Subsidiary of the Corporation that is not a Domestic Subsidiary. Brightstar Corp. Fourth Amended and Restated Stockholders’ Agreement
Demand Stockholders has the meaning set forth in Section 2.01(a).

Related to Demand Stockholders

  • Other Stockholders means persons other than Holders who, by virtue of agreements with the Company, are entitled to include their securities in certain registrations hereunder.

  • Major Stockholders means those stockholders owning more than ten percent (10%) of the voting stock of any

  • Common Stockholders means holders of shares of Common Stock.

  • 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.

  • Company Stockholders means the holders of shares of Company Capital Stock.

  • Parent Stockholders means the holders of Parent Common Stock.

  • 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.

  • Other Shareholders means persons who, by virtue of agreements with the Company other than this Agreement, are entitled to include their securities in certain registrations hereunder.

  • Other Stockholder means the persons that own Common Stock, other than the Participant.

  • 10% Stockholder means the owner of stock (as determined under Code Section 424(d)) possessing more than ten percent (10%) of the total combined voting power of all classes of stock of the Corporation (or any Parent or Subsidiary).

  • 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).

  • Majority Stockholder means, collectively or individually as the context requires, TPG Capital, L.P., Apollo Global Management, LLC and/or their respective affiliates.

  • Participating Stockholder means a “Participating Stockholder” under the HBB Stockholders’ Agreement, HY Stockholders’ Agreement and NACCO Stockholders’ Agreement, to the extent the Partnership owns HBB Class B Shares, HY Class B Shares or NACCO Class B Shares. A Partner shall cease to be a Participating Stockholder under this Agreement and shall be deemed to be a Former Partner immediately prior to any event or lapse of time that causes such Partner to no longer be a “Participating Stockholder” under such applicable stockholders’ agreements.

  • Dissenting Stockholders shall have the meaning set forth in Section 3.3.

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

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

  • Selling Stockholders means Purchaser and any other purchaser of Units in the Offering, and their respective successors and assigns.

  • Major Stockholder means any such Person.

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

  • Common Stockholder means the employee of, consultant to, or director of the Company or other person to whom shares of Common Stock are issued pursuant to this Plan.

  • Eligible Stockholder means a person who has either (1) been a record holder of the shares of common stock of the Corporation used to satisfy the eligibility requirements in Section 3.2(d) continuously for the required three-year period or (2) provides to the Secretary of the Corporation, within the time period referred to in Section 3.2(e), evidence of continuous Ownership of such shares for such three-year period from one or more securities intermediaries.

  • 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.

  • 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).

  • Stockholder Shares means all securities of the Company registered in the name of, or Beneficially Owned by the Stockholder Parties, including any and all securities of the Company acquired and held in such capacity subsequent to the date hereof.

  • Parent Stockholders Meeting has the meaning set forth in Section 6.2(b).

  • Company Shareholders means holders of Company Shares.