Held Back Shares definition

Held Back Shares has the meaning set forth in Section 2.3(b).

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Held Back Shares has the meaning given to such term in Section 7.9.

Held Back Shares has the meaning set forth in section2.5.

Examples of Held Back Shares in a sentence

• All stock and cash issued or paid upon Held Back Shares shall be distributed to the person or entity entitled to receive such Held Back Shares together with such Held Back Shares.

• At the Closing, each of the Shareholders shall have delivered to Republic, for use in connection with the Held Back Shares, ten stock powers executed in blank, with signatures guaranteed.

• At the Closing, Republic shall have issued all of the Republic Shares and shall have delivered to the Shareholders (i) certificates representing the Republic Shares issued to them hereunder, other than the Held Back Shares, and (ii) copies of stock certificates representing the Held Back Shares issued to them.

• Any Held Back Shares (and proceeds from the sale of, or distributions on, Held Back Shares) remaining on deposit after all such claims shall have been satisfied shall be returned to the holders thereof promptly after the time of satisfaction.

• The shares of Republic Common Stock, including the Held Back Shares, issuable by Republic in the Mergers are sometimes referred to herein as the "Republic Shares".

• As security for the indemnification obligations contained in this Article IX, at the Closing, Republic shall set aside and hold certificates representing the Held Back Shares issued pursuant to this Agreement.

• The Held Back Shares deposited by Shareholders pursuant hereto shall, until released to WHI or the Shareholders pursuant to the terms hereof, remain registered in the name of such Shareholders, and such Shareholders shall be entitled to vote the same and WHI will take all reasonable steps to allow and facilitate the exercise of such rights.

• The Purchaser shall set aside and hold certificates with respect to the Held Back Shares.

• If the Held Back Shares are insufficient to set off any claim for Indemnifiable Damages made hereunder (or have been delivered to the Shareholders prior to the making or resolution of such claim), then Republic may take any action or exercise any remedy available to it by appropriate legal proceedings to collect the Indemnifiable Damages.

• The Shareholders hereby grant Republic a first priority security interest in the Held Back Shares.

More Definitions of Held Back Shares

Held Back Shares has the meaning set forth in Clause 2.7.

Held Back Shares defined in Section 9.4.

Held Back Shares described in Section 6 of the Agreement. The Escrow Agent shall hold the Held Back Shares pursuant to the terms of Section 6 of the Agreement and shall deliver (a) to SoftNet the appropriate number of Held Back Shares at such time as a setoff is determined to be required pursuant to the terms of such Section 6, and (b) to Mr. Oosthuizen and Mr. Mauran the Held Back Shares at such ▇▇▇▇ ▇▇ ▇▇ ▇▇ovided in the ▇greement. The parties agree to execute, at or prior to Closing, the form of escrow agreement required by the Escrow Agent which shall contain customary terms and conditions generally included in such agreements.

Held Back Shares means the Buyer shall set aside and hold in accordance with SECTION 5.4 share certificates representing 22,500 shares of the Buyer's Common Stock to be used as security for indemnification and set-off purposes (see SECTIONS 1.11(C) AND 5.4).

Held Back Shares shall have the meaning set forth in SECTION 1.11(C).