Existing Stockholder Agreements definition

Existing Stockholder Agreements means the Stock Purchase Agreement, dated as of September 30, 1993, between the Company and S-C V-Tel, the Stock Purchase Agreement dated as of April 5, 1994, between the Company and COMSAT, the S-C V-Tel Shareholders' Agreement and the COMSAT Shareholders' Agreement, and, in each case, any amendments to such agreements.
Existing Stockholder Agreements means (i) the Second Amended and Restated Stockholder Agreement, dated February 27, 2009, among Buyer, Xxxxxxx Xxxxx & Co., Inc. and Xxxxxxx Xxxxx Group, Inc., as such agreement is amended as of immediately prior to the execution of this Agreement, and (ii) the Amended and Restated Implementation and Stockholder Agreement, dated February 27, 2009, between Buyer and The PNC Financial Services Group, Inc., as such agreement is amended as of immediately prior to the execution of this Agreement.
Existing Stockholder Agreements means (i) the Shareholders and Registration Rights Agreement, dated as of July 29, 1998, among the Company, certain stockholders, and Merrill, Lynch, Pierxx, Xxxxxx & Xmitx, Xxcorporated and (ii) the Amended and Restated Stockholders Agreement, dated as of October 31, 1995, among the Company, certain members of management and certain investors.

Examples of Existing Stockholder Agreements in a sentence

  • Except with respect to the Existing Stockholder Agreements, as of the date of this Agreement, the outstanding capital stock and other equity interests of Buyer are not subject to any voting trust agreement or other Contract restricting or otherwise relating to the voting, dividend rights or disposition of such capital stock or other equity interests.

  • Each of the Company and each Stockholder that is a party to any of the Existing Stockholder Agreements hereby consent to, and agree, that each of the Existing Stockholder Agreements shall be, and hereby is, terminated effective as of the date of this Agreement.

  • Without any further action by any of the parties hereto, each Stockholder hereby unconditionally releases and agrees to hold harmless the Company with respect to the Existing Stockholder Agreements; provided, however, that notwithstanding anything hereto the contrary, the Company shall remain obligated to pay an aggregate of $1,000,000 to the Hellers and an aggregate of $1,000,000 to the Lettermans pursuant to the terms and conditions of the Settlement Agreement.

  • The Company and the Stockholders shall have terminated the Existing Stockholder Agreements in a manner satisfactory to the Majority Stockholders.

  • Except with respect to the Existing Stockholder Agreements, as of the date of this Agreement, the outstanding capital stock and other equity interests of BlackRock are not subject to any voting trust agreement or other contract restricting or otherwise relating to the voting, dividend rights or disposition of such BlackRock Capital Stock or other equity interests.


More Definitions of Existing Stockholder Agreements

Existing Stockholder Agreements means (i) the Second Amended and Restated Stockholder Agreement, dated February 27, 2009, among BlackRock, Merrill Lynch & Co., Inc. and Merrill Lynch Group, Inc., as such agreement is amended as of immediately prior to the execution of the Barclays Agreement, and (ii) the Amended and Restated Implementation and Stockholder Agreement, dated February 27, 2009, between BlackRock and The PNC Financial Services Group, Inc., as such agreement is amended as of immediately prior to the execution of the Barclays Agreement.
Existing Stockholder Agreements means, collectively, each of the Voting Agreement, dated as of June 30, 1998, among the Company, BA Capital Company, L.P., and the other stockholders of the Company party thereto; the Shareholder Agreement, dated as of March 28, 2002, between the Company and Banc of America Capital Investors SBIC, L.P.; the Voting Agreement, dated as of January 6, 2009, among the Company and the stockholders of the Company party thereto; the Voting Agreement, dated as of January 31, 2011, among Blackstone, as Sellers’ Representative thereunder, and the Xxxxxx Group Stockholders; and the Voting Agreement and consent, dated as of January 31, 2011, among Blackstone, as Sellers’ Representative thereunder, and the BofA Stockholders.
Existing Stockholder Agreements means the Stock Agreements and those certain Covenants Not To Compete, each of which is dated as of January 21, 1988, between the Company and each of Xxxx Xxxxxx, Xxxx Xxxxxxx and Xxxxx Xxxxxxxx.

Related to Existing Stockholder Agreements

  • Shareholder Agreements has the meaning set forth in the recitals to this Agreement.

  • Stockholder Agreement means the Stockholder Agreement, dated as of August 29, 2003, among the Company and its stockholders, as amended and in effect from time to time.

  • Shareholder Agreement has the meaning set forth in the Recitals.

  • 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.

  • Acquisition Agreements means the Nexstar Acquisition Agreement and the Mission Acquisition Agreement, and “Acquisition Agreement” means the applicable agreement in the context used.

  • unanimous shareholder agreement means either: (i) a lawful written agreement among all the shareholders of the Corporation, or among all the shareholders and one or more persons who are not shareholders; or (ii) a written declaration of the registered owner of all of the issued shares of the Corporation; in each case, that restricts, in whole or in part, the powers of the directors to manage, or supervise the management of the business and affairs of the Corporation, as from time to time amended.

  • Exchange Agreements means the GSK Exchange Agreement, the Pfizer Exchange Agreement and the SLP Exchange Agreement;

  • Existing Agreements has the meaning as set forth in Section 3.2 hereof.

  • Existing Shareholders has the meaning set forth in the preamble.

  • Shareholders' Agreements shall have the meaning provided in Section 5.05.

  • Merger Agreement has the meaning set forth in the Recitals.

  • Company Acquisition Agreement has the meaning set forth in Section 5.04(a).

  • Investment Agreements or “Flow-Through Agreements” means written agreements pursuant to which the Partnership will subscribe for Flow-Through Shares (including Flow-Through Shares issued as part of a unit) or agreements by the Partnership to otherwise invest in or purchase securities of a Resource Issuer, and in respect of Flow-Through Shares comprised of units, the Resource Issuer will covenant and agree:

  • Equity Agreements has the meaning set forth in Section 5.1.

  • Investment Agreement shall have the meaning set forth in the Recitals hereto.

  • Voting Agreements has the meaning set forth in the Recitals.

  • Restricted Stock Purchase Agreement means a written agreement between the Company and the Optionee evidencing the terms and restrictions applying to stock purchased under a Stock Purchase Right. The Restricted Stock Purchase Agreement is subject to the terms and conditions of the Plan and the Notice of Grant.

  • Investors Agreement has the meaning set forth in Section 6.01(e).

  • Standstill Agreement shall have the meaning set forth in Section 6.03.

  • Stock Purchase Agreements the meaning set forth in the recitals to this Agreement.

  • Investor Agreement means that certain Investor Agreement between the Investor and the Company, to be dated as of the Closing Date, in the form of Exhibit B attached hereto, as the same may be amended from time to time.

  • Company Rights Agreement shall have the meaning set forth in Section 4.3.

  • Lock-Up Agreements means the lock-up agreements that are delivered on the date hereof by each of the Company’s officers and directors and each holder of Common Stock and Common Stock Equivalents holding, on a fully diluted basis, more than 5% of the Company’s issued and outstanding Common Stock, in the form of Exhibit A attached hereto.

  • Existing Investors shall have the meaning given in the Preamble hereto.

  • Principal Stockholder Transferee means any Person who acquires voting stock of the Corporation from the Principal Stockholder (other than in connection with a public offering) and who is designated in writing by the Principal Stockholder as a “Principal Stockholder Transferee.”

  • Investor Rights Agreement has the meaning set forth in the Recitals.