Exercising Eligible Holder definition

Exercising Eligible Holder has the meaning ascribed to such term in Section 6.2(d). EXHIBIT A
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Exercising Eligible Holder. Each Exercising Eligible Holder shall have an additional right to purchase all or any part of its Pro Rata ROFR Share (as defined below) of the balance of any such remaining unsubscribed Transfer Shares on the terms and conditions set forth in the Proposed Transfer Notice. To exercise its rights to purchase additional Transfer Shares pursuant to this Section 6.2(c), an Exercising Eligible Holder must deliver to the Transferor and the Company an exercise notice indicating the additional number of Transfer Shares such Exercising Eligible Holder wishes to purchase within ten (10) calendar days after the receipt of the Undersubscription Notice (the “Undersubscription Exercise Period”). Within five (5) calendar days after the expiration of the Undersubscription Exercise Period, the Transferor shall give written notice to the Company and each Eligible Holder specifying the number of Transfer Shares that have been subscribed by each Eligible Holder exercising its Right of First Refusal (the “Confirmation Notice”). An Exercising Eligible Holder’s “Pro Rata ROFR Share” of a specified quantity of Transfer Shares shall mean that number of Transfer Shares which equals the specified quantity of remaining unsubscribed Transfer Shares proposed to be transferred by the Transferor, multiplied by a fraction equal to (i) the number of Shares then held by such Exercising Eligible Holder (on an as converted basis and including Ordinary Shares issued upon conversion thereof), divided by (ii) the total number of Shares (on an as converted basis and including Ordinary Shares issued upon conversion thereof) then held by all Exercising Eligible Holders.
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Examples of Exercising Eligible Holder in a sentence

  • Any inconsistency in the documents detailing the Works shall be resolved by applying the terms of this Agreement first.

Related to Exercising Eligible Holder

  • 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).

  • Ineligible Holder is defined in Section 4.8(c).

  • Eligible Holders has the meaning set forth in Section 2.01(a).

  • Rights Holder means the holder of the Call Rights.

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

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

  • Modified Eligible Transferee means any bank, financial institution or other entity which is regularly engaged in or established for the purpose of making, purchasing or investing in loans, securities and other financial assets.

  • Qualifying Holder shall have the meaning ascribed thereto in Section 12 hereof.

  • Non-U.S. Holder means a Holder that is not treated as a United States person for U.S. federal income tax purposes as defined under Section 7701(a)(30) of the Internal Revenue Code of 1986, as amended from time to time.

  • right holder means a person or a legal entity that was previously granted or lawfully acquired a fishing right or which will be granted a right in the allocation process envisaged in this Policy.

  • Octopus Holder means a user of an Octopus who may be an AAVS Account Holder or who has linked his/her Octopus to an AAVS Account in the name of one of his/her family members or friends;

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

  • Exempt Investor means any of the following Irish Residents: (i) the Administrator, for so

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

  • U.S. Holder means a beneficial owner of units, Class A ordinary shares or warrants that is for U.S. federal income tax purposes (i) an individual citizen or resident of the United States, (ii) a corporation (or other entity treated as a corporation for U.S. federal income tax purposes) that is created or organized (or treated as created or organized) in or under the laws of the United States, any state thereof or the District of Columbia, (iii) an estate the income of which is subject to U.S. federal income taxation regardless of its source, or (iv) a trust if (A) a court within the United States is able to exercise primary supervision over the administration of the trust and one or more U.S. persons have the authority to control all substantial decisions of the trust, or (B) it has in effect under applicable U.S. Treasury regulations a valid election to be treated as a U.S. person; and

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

  • Defaulting Investor means any Investor that has (a) failed to make a payment required to be made by it under the terms of this Agreement within one (1) Business Day of the day such payment is required to be made by such Investor thereunder, (b) notified the Administrative Agent in writing that it does not intend to make any payment required to be made by it under the terms of this Agreement within one (1) Business Day of the day such payment is required to be made by such Investor thereunder or (c) become the subject of an Event of Bankruptcy.

  • Exchange Participant means (a) the Bank which is a person registered as a China Connect Exchange Participant (as defined in the SEHK China Connect Rules) by SEHK; or (b) where the context requires, any China Connect Exchange Participant (as defined in the SEHK China Connect Rules).

  • Transfer Stock means shares of Capital Stock owned by a Key Holder, or issued to a Key Holder after the date hereof (including, without limitation, in connection with any stock split, stock dividend, recapitalization, reorganization, or the like), but does not include any shares of Preferred Stock or Common Stock issued or issuable upon conversion of Preferred Stock.

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

  • Rights Holders Special Meeting" means a meeting of the holder of Rights called by the Board of Directors for the purpose of approving a supplement or amendment to this Agreement pursuant to Subsection 5.4(c);

  • Put Right has the meaning set forth in Section 8.05(a).

  • Management Shares means a management share in the capital of the ICAV which shall have the right to receive an amount not to exceed the consideration period for such Management Share.

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

  • Eligible Person means individuals, corporations, trusts, the estates of deceased individuals, partnerships and unincorporated associations of persons;