Examples of Management Equityholder in a sentence
As of the date hereof, the Management Equityholder does not own, beneficially or of record, any capital stock or other securities of the Company or any of its Subsidiaries other than the Subject Securities set forth on Schedule A.
The Management Equityholder agrees and consents to the entry of stop transfer instructions with PubCo’s transfer agent and registrar with respect to the shares of PubCo Common Stock or other securities of PubCo subject to the restrictions set forth in this Section 2.3.
No holder of Management Equityholder Shares shall Transfer any of such Shares to any other Person except as permitted by this Section 5.
Any holder of Management Equityholder Shares may Transfer any or all of his or her Management Equityholder Shares to the Company in accordance with the terms of the Company's employee benefit plans or other agreements relating to the Company's right to repurchase the shares of employees as in effect on the date of this Agreement.
The Management Equityholder represents and warrants that (x) there are no liens, or claims of lien, or assignments in law or equity or otherwise of or against any of the claims or causes of action released herein, (y) the Management Equityholder has not transferred or otherwise alienated any such claims or causes of action, and (z) the Management Equityholder is fully authorized and entitled to give the releases specified herein.
For purposes of this Agreement the term “controlled Affiliates” shall mean those Affiliates of the Management Equityholder where the Management Equityholder owns or controls, directly or indirectly, 50% or more of the outstanding equity or voting power of such Affiliate.
As of the date hereof, the Management Equityholder (a) is the beneficial or record owner of the Subject Securities indicated on Schedule A hereto, free and clear of any and all mortgages, pledges, security interests, charges, claims or restrictions, other than those created by this Agreement or as disclosed on Schedule A, and (b) has sole voting power over all of the Subject Securities beneficially owned or owned of record by him or her.
The Management Equityholder has all requisite power and authority to execute, deliver and perform this Agreement.
Any holder of Management Equityholder Shares may Transfer any or all of such Management Equityholder Shares in a Public Offering or, after the closing of the Initial Public Offering, pursuant to Rule 144.
The Management Equityholder shall give notice of any Acquisition Proposal to the Parent Parties as soon as practicable following his or her awareness thereof.