Escrow Contributors definition

Escrow Contributors means the holders of Company Common Stock, Company Series A Preferred Stock, Company Series B Preferred Stock and Company Series C Preferred Stock on whose behalf any amounts have been or are required to be contributed to the Escrow Fund in accordance with Section 1.5 and 1.13 of the Agreement.

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Escrow Contributors means the Escrow Cash Contributors and the Escrow Share Contributors, collectively.

Escrow Contributors means Company Shareholders and holders of Vested Assumed Options.

Examples of Escrow Contributors in a sentence

• Subject to Section 9.10(d) and Section 10.1(g), upon the closing of a Qualified IPO, following receipt of written instructions from Parent and the Stockholders’ Representative as set forth in the Escrow Agreement, the Escrow Agent shall distribute 2/3 of the Escrow Shares and/or Escrow Cash to the Escrow Contributors in accordance with Section 8.1 of the Escrow Agreement.

• This Agreement may not be amended, modified, altered or supplemented other than by means of a written instrument duly executed and delivered on behalf of all of the parties hereto; provided, however, that any amendment executed and delivered by the Stockholders’ Representative shall be deemed to have been approved by and duly executed and delivered by all of the Escrow Contributors.

• Except pursuant to Section 12 below, the interests of the Escrow Contributors in the Escrow Account and in the Escrow Shares (along with any Escrow Cash) shall not be assignable or transferable, other than by operation of law.

• The parties hereto agree that, for tax reporting purposes, all interest on or other income, if any, attributable to the Escrow Fund or any other amount held in escrow by the Escrow Agent pursuant to this Agreement shall be allocable to the Escrow Contributors in accordance with their percentage interests in the Escrow Fund set forth on Exhibit A-5.

• Ordinary cash dividends payable in respect of the Escrow Shares will be paid by Parent directly to the applicable Escrow Contributors and not to the Escrow Agent.

• Upon the distribution of the Escrow Shares and Escrow Cash pursuant to Section 8.1 or 8.2 to the Escrow Contributors, or pursuant to Section 11.4 to the Stockholders’ Representative or his designees, the security interests created pursuant to this Section 2.3 with respect to such Escrow Shares and Escrow Cash shall be automatically released and terminated.

• All fees and expenses of the Escrow Agent are described in Schedule 1 attached hereto and shall be paid one-half by the Buyer and one-half by the Sellers’ Representative (on behalf of the Escrow Contributors).

• The Escrow Agreement and the Merger Agreement contemplate the release of 2/3 of the Escrow Shares and/or Escrow Cash to the Escrow Contributors upon the closing of a Qualified IPO and the release of any Escrow Shares and/or Escrow Cash remaining in the Escrow Fund on the Company Termination Date, subject in each case to specified exceptions.

• Deliveries of the Escrow Amount out of the Escrow Fund to the Escrow Contributors pursuant to this Section 7.3(b) shall be made according to the Parent Common Stock and Reserved Option Shares included in the Escrow Amount which each Escrow Contributor is deemed to hold of record as provided in Section 7.3(c).

• Parent and Merger Sub shall have no liability or responsibility to the Escrow Contributors with respect to the Stockholders’ Representative Escrow Amount or the actions and responsibilities of the Stockholders’ Representative contemplated by this Section 11.1(d).

More Definitions of Escrow Contributors

Escrow Contributors means the holders, as of the Effective Time, of Company Capital Stock, Company Warrants and Vested Company Stock Options.

Escrow Contributors has the meaning set forth in Section 2.7(b) of this Agreement.

Escrow Contributors means the Company Stockholders immediately prior to the Effective Time.