Exiting Shareholder definition

Exiting Shareholder has the meaning set out in clause 16.1(A) (ROFO);
Exiting Shareholder means Cosan or Shell, as applicable, after Cosan or Shell, as applicable, has ceased to be a Shareholder of the relevant JV Entity.
Exiting Shareholder shall have the meaning ascribed thereto in Section 8.2(a).

Examples of Exiting Shareholder in a sentence

  • Subject to those provisions, the proceeds of such sale or transfer shall be paid to the Exiting Shareholder within 3 months of the Withdrawal Date (subject to the Company having sufficient reserves to do so and if it does not, at such date when it next has sufficient distributable reserves).

  • Further, it is agreed that the Company and the Exiting Shareholder shall be entitled to the benefit of the operations of the Company commencing April 1, 2019, including without limitation the right to all revenues and profits generated by the Company from and after such date, shall bear the burden of all expenses and losses incurred by the Company from and after such date and shall indemnify and hold Adamant harmless from all claims arising out of or related to the operations of the Company.

  • Revenue on hardware is recognized at a point in time once the contractual shipping terms have been met and control is transferred.

  • To the extent that a Shareholder is a Partially Exiting Shareholder, all of those considerations will be relevant in relative proportion to the number of Shares bought back and the number of Shares that are retained following implementation of the Buy Back.

  • The final conversion ratio will be calculated based on the value of EAI Assets and the NAV of EAGF at the implementation date and the number of EAI shares held by an Exiting Shareholder at the record date.4 Considering EAI's LIC status, its NTA is equivalent to its NAV.

  • The ALJ also noted that in the VoIP Symmetry Order, the FCC clarified that the “VoIP Symmetry Rule” applies in a technology and facilities-neutral manner, meaning that the technology used by the CLEC or its VoIP provider partner need not correspond precisely to that used under a traditional TDM architecture.

  • This contract is strictly between Exiting Shareholder, the Company and Adamant and no director, officer, stockholder, employee, agent, independent contractor or any other person or entity shall be deemed to be a third-party beneficiary of this Agreement.

  • The Exiting Shareholder has the legal power, capacity and authority to execute and deliver this Agreement, to consummate the transactions contemplated by this Agreement, and to perform her obligations under this Agreement, including to the extent applicable, taking all actions required by law, its organizational and other governing documents, to authorize the execution and delivery of this Agreement.

  • Exiting Shareholder hereby assigns and transfers to Adamant, free and clear of all liens, claims and encumbrances the 3,000,000 shares constituting the Share Consideration and confirms that she no longer has any right title or interest in such 3,000,000 shares.

  • The Exiting Shareholder has the right and authority to transfer freely her right, title and interest in the Share Consideration.


More Definitions of Exiting Shareholder

Exiting Shareholder has the meaning assigned in Section 12.3(a).
Exiting Shareholder has the meaning set out in Clause 5.2(b).
Exiting Shareholder has the meaning given to that term in clause 3.8 (and includes any nominee of the Exiting Shareholder, where the context requires).
Exiting Shareholder has the meaning given to it in Clause 20.2.1 (Termination for a

Related to Exiting Shareholder

  • Existing Shareholder means any Person that is a holder of Ordinary Shares as of December 8, 2017.

  • 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.

  • Company Shareholder means a holder of Company Shares.

  • Controlling Shareholder means any shareholder owning more than fifty

  • Soliciting Shareholder means, with respect to any Special Meeting demanded by a shareholder or shareholders, any of the following Persons:

  • Scheme Shareholder means a person who is registered in the Register as the holder of one or more Scheme Shares as at the Record Date.

  • Initial Shareholder means any beneficial owner of the Company’s unregistered securities.

  • Ordinary Shareholder means a holder of ordinary shares;

  • 10% Shareholder means a person who owns, directly or indirectly, stock possessing more than 10% of the total combined voting power of all classes of stock of the Company or any Parent or Subsidiary of the Company. Indirect ownership of stock shall be determined in accordance with Code Section 424(d).

  • Majority Shareholder means a holder of more than fifty percent (50%) of the outstanding stock of the Company, or if no person holds more than fifty percent (50%) of the outstanding stock of the Company, the holder of a plurality of the outstanding stock of the Company.

  • ² Shareholder means a person who owns shares in the company and is actively involved in the management of the company or business and exercises control over the company.

  • Company Shareholders means holders of Company Shares.

  • Principal Shareholder means any corporation, Person or other entity which is the beneficial owner, directly or indirectly, of five percent (5%) or more of the outstanding Shares of all outstanding classes or series and shall include any affiliate or associate, as such terms are defined in clause (ii) below, of a Principal Shareholder. For the purposes of this Section, in addition to the Shares which a corporation, Person or other entity beneficially owns directly, (a) any corporation, Person or other entity shall be deemed to be the beneficial owner of any Shares (i) which it has the right to acquire pursuant to any agreement or upon exercise of conversion rights or warrants, or otherwise (but excluding share options granted by the Trust) or (ii) which are beneficially owned, directly or indirectly (including Shares deemed owned through application of clause (i) above), by any other corporation, Person or entity with which its “affiliate” or “associate” (as defined below) has any agreement, arrangement or understanding for the purpose of acquiring, holding, voting or disposing of Shares, or which is its “affiliate” or “associate” as those terms are defined in Rule 12b-2 of the General Rules and Regulations under the Securities Exchange Act of 1934, and (b) the outstanding Shares shall include Shares deemed owned through application of clauses (i) and (ii) above but shall not include any other Shares which may be issuable pursuant to any agreement, or upon exercise of conversion rights or warrants, or otherwise.

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

  • Preferred Shareholder means any holder of Preferred Shares.

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

  • Class A Shareholder means a holder of Class A Shares;

  • Selling Shareholder has the meaning set forth in Section 3.04(a).

  • Major Shareholder means a shareholder who directly or indirectly holds 10% or more of the voting rights.

  • Target Shareholders means the holders of Target Shares;

  • Transferring Shareholder has the meaning set out in Section 6.1; and

  • Initial Shareholders means the Sponsor and any Insider that holds Founder Shares; (v) “Private Placement Warrants” shall mean the 6,000,000 warrants (or 6,600,000 warrants if the over-allotment option is exercised in full) that the Sponsor has agreed to purchase for an aggregate purchase price of $6,000,000 (or $6,600,000 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 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 and the sale of the Private Placement Warrants 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 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).

  • 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.

  • 10% Stockholder means the owner of stock (as determined under Code Section 424(d)) possessing more than ten percent (10%) of the total combined voting power of all classes of stock of the Corporation (or any Parent or Subsidiary).

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

  • Significant Shareholder means a person or company that has beneficial ownership of, or control or direction over, whether direct or indirect, or a combination of beneficial ownership of, and control or direction over, whether direct or indirect, securities of an issuer carrying more than 10 per cent of the voting rights attached to all the issuer’s outstanding voting securities, excluding, for the purpose of the calculation of the percentage held, any securities held by the person or company as underwriter in the course of a distribution;