Former Stockholder definition
Examples of Former Stockholder in a sentence
Each Former Stockholder shall be responsible to pay his, her or its Pro Rata Share of such Losses.
As at the Closing Date and subject to the Former Stockholder of Enshi's delivery of a completed Disclosure Schedule and all corresponding exhibits as attached to the Original Purchase Agreement and approval of the same to the satisfaction of the Seller Group, the due diligence performed by the Seller Group has been and is reasonably satisfactory to the Seller Group.
To the knowledge of such Former Stockholder of Enshi, none of the Owned Intellectual Property or the Intellectual Property Licenses is being infringed by third parties.
Buyer represents and warrants to the Company, Seller and each Former Stockholder that Buyer has not engaged any broker, investment banker or other person that will be entitled to any broker's or finder's fee or any other commission or similar fee from the Company or any Former Stockholder in connection with any of the transactions contemplated by this Agreement.
Interest will accrue at the Average Rate on any portion of any payment not paid when due, and shall be payable to each Former Stockholder on the next anniversary of such Former Stockholder's Prior Repurchase Date on which funds are available to make such payments in accordance with this Agreement (including, without limitation, this Section 5).
Notwithstanding anything to the contrary herein, amounts distributed from the Bonus Escrow shall be paid only to either the Company Stockholder or the Former Stockholder (pursuant to the terms of this Section 7.2(b)(iii)) and shall not be subject to any indemnity obligations of the Company Stockholder or any of the other terms of this Article VII.
In the event the Escrow Account does not contain sufficient funds to make any payment required to be made to the Buyer or RACP with respect to such uncollected accounts receivable, the Former Stockholder of Enshi shall be liable for such additional amount.
All payments to Former Stockholders shall be made by check made payable to the Former Stockholders in the name and mailed to the address of such Former Stockholders set forth on Schedule 2, or such updated or corrected address as may be provided by a Former Stockholder or the Representative.
Buckeye and the obligor under and the holder of the Former Stockholder Debt shall have agreed upon the manner in which the Former Shareholder Debt will be repaid by Buckeye and Buckeye shall make or cause the Company to make any initial payment that may be required to be made pursuant to such payoff arrangement at the time of the Closing.
Buyer, the Company and any other person may conclusively and absolutely rely, without inquiry, upon any action of the Seller Representative as the action of Seller and each Former Stockholder in all matters referred to in this Section 2.11, and Seller and each such Former Stockholder hereby confirm all that the Seller Representative shall do or cause to be done by virtue of his appointment as Seller Representative.