Escrow Shareholders definition

Escrow Shareholders means Peter Smith and Leon Apel.
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Escrow Shareholders means the former holders of EyeSys Common Stock, Preferred Stock and EyeSys Notes who have Merger Shares held in escrow pursuant to the terms of the Agreement.
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Escrow Shareholders means Peter Smith, Jason Baybutt, Fabiana Lara, Brad Newell, Tony Ricci, Westcan Energy Ltd., Mike Anderson, John Hart, Nanuk Warman, Maria Newell and Tina Ricci.
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Examples of Escrow Shareholders in a sentence

  • As soon as all such claims have been resolved, Escrow Agent shall deliver to the relevant Escrow Shareholders the remaining Escrow Fund not required to satisfy such claims.

  • Contemporaneously with the execution hereof, each of the Participating Escrow Shareholders shall execute and deliver to HealthCore an irrevocable proxy (collectively, the "Voting Proxies") appointing Xxxx X.

  • Unless the June 30, 2003 balance sheet reveals liabilities in excess of $4,000,000, as soon as possible after the receipt of such financial statements, the Acquiror shall instruct the Escrow Agent to release, on a pro-rata basis, fifty percent (50%) of all shares of Acquiror Common Stock beneficially owned by Escrow Shareholders other than Fifth Avenue Capital, Inc.

  • This Agreement may be amended, modified and supplemented only by a writing signed by HealthCore and the Participating Escrow Shareholders.

  • A Clarification Request must: (a) identify the Escrow Shareholder(s) who are providing such Clarification Request; and (b) set out the specific Milestone or Milestones in respect of which the Escrow Shareholders are requesting clarification.

  • No Escrow Agreement (including, without limitation, this Agreement) may be amended unless the same amendment is offered to all other Escrow Shareholders in respect of their respective Escrow Agreement.

  • Any failure of HealthCore or the Participating Escrow Shareholders to comply with any obligation, covenant, agreement or condition herein contained may be expressly waived, in writing only, by (i) HealthCore in the case of any failure of the Participating Escrow Shareholders, or (ii) the Participating Escrow Shareholders in the case of any failure of HealthCore.

  • At the Termination Closing, HealthCore shall have no items to deliver to the Participating Escrow Shareholders.

  • Unless otherwise agreed to by HealthCore and all of the Participating Escrow Shareholders, in writing, this Agreement shall terminate and be of no further force or effect immediately upon the termination of the agreements contained in the Merger Agreement.

  • HealthCore hereby agrees to indemnify and hold harmless the Participating Escrow Shareholders from and against any and all Damages incurred by the Participating Escrow Shareholders resulting from, relating to, or arising out of the inaccuracy of any representation or warranty herein by HealthCore or the breach of any covenant contained herein by HealthCore.


More Definitions of Escrow Shareholders

Escrow Shareholders. Agent" means Howard Riback, or such other Person as the parties hereto may approve, in his capacity as shareholders' agent under the Escrow Agreements and includes any successor shareholders' agent appointed under the Escrow Agreements;
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Escrow Shareholders means directors, executive officers and certain shareholders of the Company who have entered into the Escrow Agreement.
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Escrow Shareholders means those individuals listed on Schedule 3.1(b).
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Escrow Shareholders shall have the meaning set forth in Section 8.2(j) hereto.
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Escrow Shareholders means John McCleery, Lawrence Hay, Serva Capital Corp., Aaron Wong, 1167388 B.C. Ltd. and Martyn Element.
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Related to Escrow Shareholders

  • Escrow Shares shall be deemed to include the Non-Cash Dividends distributed thereon, if any.

  • Initial Shareholders means the Sponsor and any other person that holds Founder Shares; (v) “Private Placement Warrants” shall mean the Warrants to purchase an aggregate of 6,000,000 Ordinary Shares of the Company (or up to 6,600,000 Ordinary Shares of the Company depending on the extent to which the Underwriters’ over-allotment option is exercised pursuant to the Underwriting Agreement) that the Sponsor has agreed to purchase for an aggregate purchase price of $6,000,000 (or up to $6,600,000 depending on the extent to which the Underwriters’ over-allotment option is exercised pursuant to the Underwriting Agreement), 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 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, (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).

  • Shareholders’ Representative has the meaning set forth in the Preamble.

  • Company Shareholders means holders of Company Shares.

  • Principal Shareholders means each of the following Shareholders: Xxxx Xxxxxxxxx and Xxxxx Xxxxxxxx.

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

  • 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.

  • Management Shareholders means Xxxxxx X. Xxxx, Xxxx X. Xxxxxxx, and Xxxxxx X. Xxxxxxxxx.

  • Stockholders’ Representative has the meaning set forth in the Preamble.

  • Preferred Shareholders means the holders of the Preferred Shares of the Company.

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

  • Shareholder Representative has the meaning set forth in the preamble.

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

  • Existing Shareholders means the officers, directors and shareholders of the Company prior to the Offering; (c) “Initial Ordinary Shares” shall mean all of the Ordinary Shares owned by an Existing Shareholder prior to the Offering (and shall include any Ordinary Shares issued as dividends with respect to such shares); (d) “Public Shareholders” shall mean the holders of securities issued in the Offering; (e) “Trust Account” shall mean the trust account established for the benefit of the Public Shareholders into which a portion of the net proceeds of the Offering will be deposited; and (f) the “Extended Period” shall mean the additional 12-month period to approve a Business Combination as more specifically described in the Registration Statement.

  • Target Shareholders means the holders of Target Shares;

  • Minority Shareholders means holders of Shares that were not tendered pursuant to the Offer or in the Subsequent Offering Period (as it may be extended by the Minority Exit Offering Period).

  • Scheme Shareholders means the registered holders of Scheme Shares at the relevant time.

  • Majority Shareholders means Xxxx Xxxxx and Xxxxxxxx Xxxxxxx.

  • Rollover Shareholders means each of Expert Master Holdings Limited, Mr. Longhua Piao and UMW China Ventures (L) Ltd.

  • Major Shareholders Means a person who has an interest or interests in one or more

  • 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.

  • Selling Shareholders has the meaning set forth in Section 5.6(a)(i).

  • Initial Stockholders means the Sponsor and any other holder of Founder Shares immediately prior to the Public Offering; (v) “Private Placement Warrants” shall mean the warrants to purchase up to 5,250,000 shares of Common Stock of the Company (or 5,700,000 shares of Common Stock if the over-allotment option is exercised in full) that the Sponsor has agreed to purchase for an aggregate purchase price of $5,250,000 in the aggregate (or $5,700,000 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 Stockholders” 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 or assignment 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).

  • Independent Shareholders means holders of Voting Shares, other than: (i) any Acquiring Person; (ii) any Offeror (other than any Person who, by virtue of Subsection 1.1(f)(v), is not deemed to Beneficially Own the Voting Shares held by such Person); (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, deferred profit sharing plan, stock participation plan and any other similar plan or trust for the benefit of employees of the Company or a Subsidiary unless the beneficiaries of the plan or trust direct the manner in which the Voting Shares are to be voted or withheld from voting or direct whether the Voting Shares are to be tendered to a Take-over Bid;

  • Principal Stockholders shall have the meaning set forth in the preamble.

  • Stockholder Representative has the meaning set forth in the preamble.