Indemnifying Securityholders definition

Indemnifying Securityholders has the meaning set forth in Section 7.2(b).

Indemnifying Securityholders means the Company Stockholders receiving the Merger Consideration pursuant to Section 1.5 and the holders of Options and the Warrants receiving the Merger Consideration pursuant to Section 1.8.

Indemnifying Securityholders means any Stockholder or holder of Vested Company Options.

Examples of Indemnifying Securityholders in a sentence

• Any notice given to the Representative will constitute notice to each and all of the Indemnifying Securityholders at the time notice is given to the Representative.

• Parent, Merger Sub, the Company and the Surviving Corporation may, and the Escrow Agent will, disregard any notice or instruction received from any one or more individual Indemnifying Securityholders.

• With respect to General Liability Claims, if not paid directly to the Representative by the Indemnifying Securityholders, any such Representative Losses may be recovered by the Representative from (i) the funds in the Representative Fund and (ii) the amounts in the General Escrow Fund at such time as remaining amounts in the General Escrow Fund would otherwise be distributable to the Indemnifying Securityholders.

• Notwithstanding the foregoing, while this section allows the Representative to be paid from the Representative Fund and the Escrow Funds, this does not relieve the Indemnifying Securityholders or Indemnifying Founders, as applicable, from their obligation to promptly pay such Representative Losses as they are suffered or incurred, nor does it prevent the Representative from seeking any remedies available to it at law or otherwise.

• The Information Statement will (1) provide notice to all holders of Company Units that did not deliver the Unitholders’ Written Consent of the action taken by the Required Vote, pursuant to and in accordance with the Charter Documents and applicable Law and (2) describe this Agreement and the Transactions, including the obligations of the Indemnifying Securityholders hereunder.

More Definitions of Indemnifying Securityholders

Indemnifying Securityholders means the Sellers, the Optionholder and the Indemnifying Bonus Plan Participants.

Indemnifying Securityholders means, collectively, the Stockholders (other than Stockholders properly exercising appraisal or dissenters’ rights for Dissenting Shares who have not withdrawn or otherwise terminated their exercise of appraisal and dissenters’ rights, as applicable, pursuant to the DGCL), and the vested In-the-Money Optionholders.

Indemnifying Securityholders means the holders of Capital Stock, In-the-Money Company Options and In-the-Money Vested Company Warrants.

Indemnifying Securityholders is defined in Section10.01(c).

Indemnifying Securityholders means, collectively, the Company Securityholders receiving the Common Stock Consideration pursuant to Section 2.8.

Indemnifying Securityholders means each of the Company Securityholders as of immediately prior to the Effective Time that receive any of the Total Merger Consideration (other than Company Securityholders who only hold Disregarded Shares and not any other shares of Company Capital Stock).

Indemnifying Securityholders means the Securityholders receiving the Merger Consideration pursuant to Section 1.5.