Entitled Holder definition

Entitled Holder has the meaning ascribed to such term in Section 5.1(b) of this Agreement.
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Entitled Holder means (a) a holder of Company Common Stock as of immediately prior to the Effective Time, or (b) a holder of Vested Company Stock Options as of immediately prior to the Effective Time.
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Entitled Holder as defined in Article 11(b);
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Examples of Entitled Holder in a sentence

  • The Company shall be under no obligation to consummate any proposed issuance of Preemptive Rights Shares, nor shall there be any liability on the part of the Company or the Board to any Entitled Holder if the Company has not consummated any proposed issuance of Preemptive Rights Shares pursuant to this Article V for whatever reason, except for willful misconduct or breach of this Agreement, regardless of whether the Board shall have delivered an Issuance Notice in respect of such proposed issuance.

  • It is clarified that if the Controlling Shareholder shall be a Consortium Group, then the purchase of the entire pro-rata portion of New Securities by it as an Entitled Holder, shall be subject to the provisions of Section 4.4 hereof.

  • Subject to any applicable law and to the provisions of Section 7 above, Any Shareholder who owns at least 10% (ten percent) of the issued and outstanding share capital of the Company (each, an "Entitled Holder") shall be entitled to preemptive rights to purchase its pro-rata portion of any New Securities (as defined below) that the Company may, from time to time, propose to sell and issue, other than on an IPO of the Company.

  • An Entitled Holder may exercise its rights under Section 65.1(b) by delivering written notice of its election to purchase such Preemptive Rights Shares to the Board within five (5) Business Days after receipt of the Issuance Notice.

  • If, at the end of such five (5) day period, any Entitled Holder has not exercised its right to purchase any of its Preemptive Rights Ratio of such Preemptive Rights Shares by delivering such notice, such Entitled Holder shall be deemed to have waived all of its rights under this Article V with respect to, and only with respect to, the purchase of such Equity Securities specified in the applicable Issuance Notice.

  • Subject to any applicable law and to the provisions of Section 0 above, Any Shareholder who owns at least 10% (ten percent) of the issued and outstanding share capital of the Company (each, an "Entitled Holder") shall be entitled to preemptive rights to purchase its pro-rata portion of any New Securities (as defined below) that the Company may, from time to time, propose to sell and issue, other than on an IPO of the Company.

  • The Company shall be under no obligation to consummate any proposed issuance of Preemptive Rights Shares, nor shall there be any liability on the part of the Company or the Board to any Entitled Holder if the Company has not consummated any proposed issuance of Preemptive Rights Shares pursuant to this Article VI for whatever reason, except for willful misconduct or breach of this Agreement, regardless of whether the Board shall have delivered an Issuance Notice in respect of such proposed issuance.

  • If, at the end of such five (5) day period, any Entitled Holder has not exercised its right to purchase any of its Preemptive Rights Ratio of such Preemptive Rights Shares by delivering such notice, such Entitled Holder shall be deemed to have waived all of its rights under this Article VI with respect to, and only with respect to, the purchase of such Equity Securities specified in the applicable Issuance Notice.

  • An Entitled Holder may exercise its rights under Section 5.1(b) by delivering written notice of its election to purchase such Preemptive Rights Shares to the Board within five (5) Business Days after receipt of the Issuance Notice.

  • The Company shall be under no obligation to consummate any proposed issuance of Preemptive Rights Shares, nor shall there be any liability on the part of the Company or the Board to any Entitled Holder if the Company has not consummated any proposed issuance of Preemptive Rights Shares pursuant to this Article VIV for whatever reason, except for willful misconduct or breach of this Agreement, regardless of whether the Board shall have delivered an Issuance Notice in respect of such proposed issuance.


More Definitions of Entitled Holder

Entitled Holder means (a) a holder of Common Stock as of immediately prior to the Effective Time, (b) a holder of Preferred Stock as of immediately prior to the Effective Time or (c) a holder of Vested Voting Common Stock Options or Vested Non-Voting Common Stock Options as of immediately prior to the Effective Time.
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Entitled Holder shall have the meaning set forth in Section 3.1.2.
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Related to Entitled Holder

  • Designated Holder means the Holder of Note A-1.

  • Electing Holder means any Holder of Registrable Securities that has returned a completed and signed Notice and Questionnaire to the Company in accordance with Section 3(a)(i) or 3(a)(ii) hereof.

  • Eligible Holder means a Limited Partner whose (a) federal income tax status would not, in the determination of the General Partner, have the material adverse effect described in Section 4.9(a)(i) or (b) nationality, citizenship or other related status would not, in the determination of the General Partner, create a substantial risk of cancellation or forfeiture as described in Section 4.9(a)(ii).

  • FTR Holder means the PJM Member that has acquired and possesses an FTR.

  • 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.

  • 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.

  • Restricted Holder means (i) a holder that is an affiliate of the Company within the meaning of Rule 405, (ii) a holder who acquires Exchange Securities outside the ordinary course of such holder's business, (iii) a holder who has arrangements or understandings with any person to participate in the Exchange Offer for the purpose of distributing Exchange Securities and (iv) a holder that is a broker-dealer, but only with respect to Exchange Securities received by such broker-dealer pursuant to an Exchange Offer in exchange for Registrable Securities acquired by the broker-dealer directly from the Company.

  • Demand Holder has the meaning set forth in Section 3.02(a).

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

  • Excluded Holder means (a) any Person who at the time this Plan was adopted was the beneficial owner of 20% or more of the outstanding Common Stock; or (b) the Company, a Subsidiary or any Employee Benefit Plan of the Company or a Subsidiary or any trust holding Common Stock or other securities pursuant to the terms of an Employee Benefit 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.

  • Other Holder has the meaning specified in Section 2.2(b).

  • Qualified Holder means any person who:

  • Holder means a Person in whose name a Security is registered in the Security Register.

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

  • Eligible Shareholder means an existing or new investor of the Company that is eligible at the ACD’s discretion to invest in the Class X Shares upon entering into an agreement with the ACD and fulfilling the eligibility conditions set by the ACD from time to time.

  • Holder or Unit Holder means the investor for the time being entered in the Register as owner of a Unit including investors jointly so registered pursuant to the provisions of the Trust Deed.

  • 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.

  • Participating Investor any Participating Account, Participating Insurance Company or Participating Plan, including the Account and the Company.

  • Series B Holder means a Record Holder of the Series B Preferred Units.

  • Targeted Holder means each holder of a right to receive interest or principal with respect to the Investor Certificates (or other interests in the Trust), other than certificates (or other such interests) with respect to which an opinion is rendered that such certificates (or other such interests) will be treated as debt for federal income tax purposes, and any holder of a right to receive any amount in respect of the Transferor Interest; provided, that any Person holding more than one interest each of which would cause such Person to be a Targeted Holder shall be treated as a single Targeted Holder.

  • Existing Holder means a Broker-Dealer, or any such other Person that may be permitted by the Trust, that is listed as the holder of record of APS in the Share Books.

  • Transferring Stockholder has the meaning assigned to such term in Section 3.4(a).

  • Permitted Holder means (a) Xxxxxxx X. Xxxxxxx, (b) any of his immediate family members or his or their respective heirs by operation of law, will or intestacy or (c) any trust, corporation, partnership or other entity, the beneficiaries, stockholders, partners, owners or Persons beneficially holding a 50.1% or more controlling interest of which consist of Xxxxxxx X. Xxxxxxx and/or his immediate family members.

  • 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.