MARINEMAX Stock definition

MARINEMAX Stock means the common stock, par value $.001 per share, of MARINEMAX.
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Examples of MARINEMAX Stock in a sentence

  • The MARINEMAX Stock to be acquired by such STOCKHOLDERS pursuant to this Agreement is being acquired solely for their own respective accounts, for investment purposes only, and with no present intention of distributing, selling or otherwise disposing of it in connection with a distribution.

  • The STOCKHOLDERS acknowledge that the shares of MARINEMAX Stock to be delivered to the STOCKHOLDERS pursuant to this Agreement have not been and will not be registered under the Act and therefore may not be resold without compliance with the Act.

  • Any term of this Agreement may be amended and the observance of any term of this Agreement may be waived only with the written consent of MARINEMAX, NEWCO, COMPANY and the STOCKHOLDERS who hold or who will hold at least 50% of the MARINEMAX Stock issued or to be issued upon consummation of the Merger.

  • No STOCKHOLDER is under any binding commitment or contract to sell, exchange or otherwise dispose of any shares of MARINEMAX Stock to be received pursuant to this Agreement.

  • At the Closing, or as soon thereafter as reasonably practicable, but in no event more than Fifteen (15) days after the Closing, the STOCKHOLDERS shall receive the respective number of shares of MARINEMAX Stock as set forth on Annex II hereto; provided, however, that the STOCKHOLDERS shall have previously surrendered all of COMPANY Stock to MARINEMAX as provided in Section 3.2 below.

  • STOCKHOLDERS shall not sell, assign, exchange, transfer, encumber, pledge, distribute, appoint, or otherwise dispose of any shares of MARINEMAX Stock received by the STOCKHOLDERS in the Merger in violation of the provisions of the Pooling Letters referred to in Section 9.10 hereof.

  • The STOCKHOLDERS are able to bear the economic risk of an investment in the MARINEMAX Stock to be acquired pursuant to this Agreement and can afford to sustain a total loss of such investment and have such knowledge and experience in financial and business matters that they are capable of evaluating the merits and risks of the proposed investment in the MARINEMAX Stock.

  • Any amendment or waiver effected in accordance with this Section 17.15 shall be binding upon each of the parties hereto, any other person receiving MARINEMAX Stock in connection with the Merger and each future holder of such MARINEMAX Stock.

  • Such STOCKHOLDER does not have, or hereby waives, any preemptive or other right to acquire shares of COMPANY Stock or MARINEMAX Stock that such STOCKHOLDER has or may have had other than rights of any STOCKHOLDER to acquire MARINEMAX Stock pursuant to (i) this Agreement, or (ii) any option granted by MARINEMAX.

  • The liability of the Company for breaches of its representations and warranties contained in this Agreement and for any indemnification obligation herein shall cease as of the Effective Time, and MARINEMAX and Surviving Corporation may recover for such breaches and recover for such indemnification only from the MARINEMAX Stock held in escrow pursuant to and as provided in the Escrow and Security Agreement, except to the extent specific and separate indemnification is provided by the STOCKHOLDERS.

Related to MARINEMAX Stock

  • Shares means the shares of Common Stock issued or issuable to each Purchaser pursuant to this Agreement.

  • Common Shares means the common shares in the capital of the Corporation;

  • Stock means the Common Stock of the Company.

  • Common Stock means the common stock of the Company, par value $0.001 per share, and any other class of securities into which such securities may hereafter be reclassified or changed.

  • Amalco Shares means the common shares in the capital of Amalco;

  • Company Shares means the common shares in the capital of the Company;

  • Company Stock means, collectively, the Company Common Stock and the Company Preferred Stock.

  • Amalco Common Shares means the common shares in the capital of Amalco;

  • Common Shareholders means the registered and/or beneficial holders of the Common Shares, as the context requires.

  • Coop Shares Shares issued by a Cooperative Corporation.

  • Common Stock Consideration has the meaning set forth in Section 1.6(b).

  • Fully Diluted Company Shares means the total number of issued and outstanding shares of Company Common Stock, (a) after giving effect to the Company Preferred Stock or otherwise treating shares of Company Preferred Stock on an as-converted to Company Common Stock basis, and (b) treating all outstanding in-the-money Specified Company Warrants as fully vested and as if the Specified Company Warrants had been exercised for cash as of the Effective Time, but for the avoidance of doubt excluding any Company Securities described in Section 1.11(b).

  • Ordinary Shareholders means the holders of Ordinary Shares;

  • Parent Ordinary Shares means the ordinary shares, no par value per share, of Parent.

  • B Shares means a participating share of no par value in the capital of the Fund, denominated in Euro(s);

  • Unit Shares has the meaning ascribed thereto in the first paragraph of this Agreement;

  • Per Share Stock Consideration has the meaning set forth in Section 3.01(a)(i).

  • SpinCo Shares means the shares of common stock, par value $0.01 per share, of SpinCo.

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.

  • Common Stock Agreement means an agreement executed by a Common Stockholder and the Company as contemplated by Section 5, below, which imposes on the shares of Common Stock held by the Common Stockholder such restrictions as the Board or Committee deem appropriate.

  • Newco Stock means the common stock, par value $.01 per share, of Newco.

  • Fully Diluted Shares means, at any time of determination, the number of shares of common stock of the applicable entity outstanding at such time, plus the number of shares of issuable upon exercise or conversion or otherwise pursuant to any in-the-money common stock equivalents of such entity outstanding at such time.

  • Holdings Common Stock means the common stock of Holdings, par value $.01 per share.

  • Company Units has the meaning set forth in the Recitals.

  • Merger Shares has the meaning set forth in Section 2.2(c).

  • Ordinary Shareholder means a holder of ordinary shares;