Holdback Stock definition
Examples of Holdback Stock in a sentence
As promptly as practicable after taking the foregoing actions, Escrow Holder shall deliver written notice to Seller (and the Unitholders, if applicable), containing copies of the Holdback Stock Power(s) completed in connection with the foregoing transactions (it being understood that the failure to deliver such written notice shall not invalidate any transfer to the Purchaser Indemnified Parties made in connection therewith).
The number of shares to be transferred shall be determined by dividing the amount of the claim by the higher of the per share value of the General Holdback Stock on the Merger Closing Date or the per share closing bid value of Barnabus common stock on the date of the final determination (or if not a trading day, the next preceding trading day).
Demand Media agrees that it will satisfy its obligation to distribute any portion of the Holdback Stock Amount (as defined in the S6 Purchase Agreement) pursuant to the S6 Purchase Agreement following the Distribution Date in the manner contemplated by Section 8.3(c)(ii) (and not Section 8.3(c)(i)) of the S6 Purchase Agreement.
The Trustee may trade with itself or an affiliate in the purchase or sale of Eligible Investments.
Ma▇▇▇ ▇hall be entitled to exercise the voting rights of the shares constituting the Holdback Stock and to receive dividends (if declared) with respect to such shares (other than non-taxable stock dividends, which shall be included as part of the escrowed amounts of Preferred Stock held by the Buyer).
Purchaser shall deliver certificates representing the Holdback Stock, less an amount of shares equal in value (expressed in Closing Date, i.e, November 3, 2000, closing prices) to any ultimately determined Purchase Price Adjustments or indemnity claims asserted by Purchaser, if any, to the Company on the date one year from the Closing Date, unless a dispute then exists in which case Purchaser shall continue to hold the Holdback Stock until the dispute is resolved.
Prior to the Closing, the Purchaser shall prepare and file with the NYSE a supplemental listing application with respect to the Holdback Stock Consideration and shall use its reasonable best efforts to obtain, as promptly as practicable prior to the Closing Date, approval of the listing of the Purchaser Shares constituting the Holdback Stock Consideration, subject only to official notice to the NYSE of issuance.
The Parent Common Stock otherwise distributable as of the Effective Time to each Principal Stockholder who is subject to this Holdback Agreement in connection with the Merger as provided in Section 1.5(a) of the Merger Agreement shall be proportionally reduced to reflect the amount of Parent Common Stock required to be withheld pursuant to this Section 1 and such Holdback Stock shall be delivered to the Principal Stockholders only in accordance with the terms of this letter agreement.
The liability of Open Energy and Buyer to provide indemnity under this Agreement is limited to an amount equal to the value of the General Holdback Stock at the Merger Closing Date.
The number of shares of Holdback Stock of each Principal Stockholder shall be reduced proportionately in the same percentage that such Principal Stockholder's shares of Holdback Stock bears to all Holdback Stock (rounded to the nearest whole share) by an amount equal to the dollar amount of the non-appealable judgment of such a court of competent jurisdiction divided by the Stock Value.