Material Holder definition

Material Holder means, with respect to any Credit Party, (a) any Person that owns or has the power to vote 25% or more of the issued and outstanding Equity Interests having ordinary voting power for the election of directors of such Credit Party or other Persons performing similar functions for such Credit Party, or (b) any Person that has the power to direct or cause the direction of the management and policies of such Credit Party whether by ownership of equity interests, contract or otherwise. ​
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Material Holder means (i) so long as it holds any Securities, each of the original Purchasers hereunder and
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Material Holder means (x) each Stockholder who holds at least 5% of the issued and outstanding shares of voting Company Capital Stock on a fully diluted basis; provided, that for purposes of this definition, (i) the entities comprising the Bain Sponsors shall be aggregated for purposes of determining whether the Bain Sponsors collectively constitute a Material Holder and (ii) the entities comprising the Whitney Sponsors shall be aggregated for purposes of determining whether the Whitney Sponsors collectively constitute a Material Holder and (y) solely for purposes of Section 6, in addition to the Persons set forth in clause (x), the Specified Executives.
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Examples of Material Holder in a sentence

  • Payment of any indemnification obligations pursuant to Section 9.2.1(b) shall be made by the applicable Material Holder.

  • A Material Holder (for purposes of this Section 4.03) shall be a holder who receives pursuant to the Merger and beneficially owns in excess of 1,000 shares of Registrable Securities.

  • Neither Purchaser nor Seller have employed any broker or finder in connection with the transaction contemplated by this Agreement and has taken no action that would give rise to a valid claim against any party for a brokerage commission, finder's fee, or other like payment.

  • Each Material Holder shall have such other access to management and information as is necessary for it to comply with applicable laws and regulations and reporting obligations.

  • The Company also will furnish promptly to such Material Holders (a) a copy of each report, schedule, registration statement and other document filed or received by it pursuant to the requirements of federal and state securities laws, and (b) all other information concerning its business, properties and personnel as such Material Holder may reasonably request.

  • At least 30 Business Days prior to any issuance by the Company of any New Securities to any Person, the Company shall give written notice (the “Issuance Notice”) to each Material Holder specifying in reasonable detail the total amount of New Securities to be issued, the purchase price thereof, the other material terms and conditions of the issuance and such Material Holder’s pro rata portion of the New Securities.

  • This Agreement may be amended, modified and supplemented, and any of the provisions contained herein may be waived, only by a written instrument signed by the Company and Holders representing a majority of the Registrable Securities then outstanding; provided, however, that no such amendment shall materially and adversely affect the rights of any Material Holder hereunder without the consent of such Holder.

  • Within 30 Business Days after the Issuance Notice has been given, the Company shall sell, and each Material Holder electing to participate in such issuance shall purchase, the amount of New Securities determined pursuant to this Section 6 at a mutually agreeable time (the “Issuance Closing”).

  • Subject to the terms and conditions specified in this Section 4.1, the Company hereby grants to each Material Holder, a right of first offer to purchase its Pro Rata Share (as hereinafter defined) (in whole or in part) with respect to future sales by the Company of New Securities (as hereinafter defined).

  • The provisions of Section 2(a)–(d)(i) shall terminate automatically and be of no further force and effect upon the first to occur of (i) a Sale of the Company and (ii) when neither Sponsor is a Material Holder Sponsor.


More Definitions of Material Holder

Material Holder means each Stockholder who holds at least 3% of the issued and outstanding shares of voting Company Capital Stock on a fully diluted basis; provided, that for purposes of this definition, (i) the entities comprising the Bain Sponsors shall be aggregated for purposes of determining whether the Bain Sponsors collectively constitute a Material Holder and (ii) the entities comprising the Whitney Sponsors shall be aggregated for purposes of determining whether the Whitney Sponsors collectively constitute a Material Holder.
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Material Holder means any Holder, or group of Holders agreeing to act together solely for purposes of exercising their rights under this Section 5.06, holding Notes with an aggregate principal amount corresponding to an initial principal amount of $20,000,000 or more.
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Material Holder has the meaning specified in Section 8.01(a)(xx).
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Material Holder means a Holder who holds more than 10 per cent. of the outstanding A Preference Shares;
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Related to Material Holder

  • Potential Holder means any Broker-Dealer or any such other Person as may be permitted by the Corporation, including any Existing Holder, who may be interested in acquiring shares of AMPS (or, in the case of an Existing Holder, additional shares of AMPS).

  • Substantial Holder means a Person (including, without limitation, any group of Persons treated as a single “entity” within the meaning of the Treasury Regulation Section 1.382-3) holding Corporation Securities, whether as of the Effective Date, after giving effect to the Plan, or thereafter, representing a Percentage Stock Ownership (including indirect ownership, as determined under applicable Treasury Regulations) in the Corporation of at least 4.75%.

  • Initial Holder has the meaning set forth in the preamble.

  • Significant Stockholder means Allied Irish Banks, p.l.c., a limited liability company incorporated under the laws of Ireland having its registered office at Bankcentre, Ballsbridge, Dublin 4, Ireland, and any successor thereto.

  • Significant Holder means (i) each Purchaser, so long as it shall hold (or be committed under this Agreement to purchase) any Note, or (ii) any other holder of at least 5% of the aggregate principal amount of the Notes from time to time outstanding.

  • substantial shareholder means a person who is entitled to exercise, or to control the exercise of, 10% or more (or such other percentage as may be prescribed by the Listing Rules) of the voting power at any general meeting of the Company;

  • Permit Holder means the Person to whom a Building Permit has been issued.

  • Significant Shareholder means a person or company that has beneficial ownership of, or control or direction over, whether direct or indirect, or a combination of beneficial ownership of, and control or direction over, whether direct or indirect, securities of an issuer carrying more than 10 per cent of the voting rights attached to all the issuer’s outstanding voting securities, excluding, for the purpose of the calculation of the percentage held, any securities held by the person or company as underwriter in the course of a distribution;

  • Holder means a Person in whose name a Security is registered in the Security Register.

  • Principal Holder means a person who, directly or indirectly, beneficially owns or controls 10% or more of any class of voting securities of the Corporation.

  • Substantial Stockholder means any Participant who at the time of grant owns directly or is deemed to own by reason of the attribution rules set forth in Section 424(d) of the Code, Shares possessing more than 10% of the total combined voting power of all classes of stock of HSI.

  • Majority Holder as used in this Section 7.4 shall mean any holder or any combination of holders of Registrable Securities, if included in such holders' Registrable Securities are that aggregate number of Shares (including Shares already issued and Shares issuable pursuant to the exercise of outstanding Warrants) as would constitute a majority of the aggregate number of Shares (including Shares already issued and Shares issuable pursuant to the exercise of outstanding Warrants) included in all of the Registrable Securities.

  • Stockholder Associated Person of any stockholder means (A) any person controlling, directly or indirectly, or acting in concert with, such stockholder, (B) any beneficial owner of shares of stock of the Corporation owned of record or beneficially by such stockholder or (C) any person directly or indirectly controlling, controlled by or under common control with such Stockholder Associated Person.

  • Material Group Company means the Issuer or a Subsidiary representing more than 10.00 per cent. of either (i) the total assets of the Group on a consolidated basis (for the avoidance of doubt, excluding any intra-group transactions) or (ii) the EBITDA of the Group on a consolidated basis according to the latest Financial Report.

  • Founder means, in respect of an issuer, a person who,

  • Constituent Holder means any shareholder, collective investment fund included within a Qualifying Fund (as defined in paragraph (D) below) or beneficial holder whose stock ownership is counted for the purposes of qualifying as holding the Proxy Access Request Required Shares (as defined in paragraph (D) below) or qualifying as an Eligible Shareholder (as defined in paragraph (D) below);

  • Controlling Shareholder means any shareholder owning more than fifty

  • Contract Holder means the person to whom the Benefit Plan is issued. Any other person approved for coverage with the Contract Holder under this plan is a dependent. Under Group coverage, the Contract Holder is the Member who is eligible for coverage because of his or her affiliation with a Group.

  • Restricted Holder means (i) a holder that is an affiliate of the Company within the meaning of Rule 405, (ii) a holder who acquires Exchange Securities outside the ordinary course of such holder’s business, (iii) a holder who has arrangements or understandings with any person to participate in the Exchange Offer for the purpose of distributing Exchange Securities and (iv) a holder that is a broker-dealer, but only with respect to Exchange Securities received by such broker-dealer pursuant to an Exchange Offer in exchange for Registrable Securities acquired by the broker-dealer directly from the Company.

  • Material Document Defect As defined in Section 2.03(a) of this Agreement.

  • Shareholder Associated Person of any Shareholder means (i) any person controlling, directly or indirectly, or acting in concert with, such Shareholder, (ii) any beneficial owner of shares of stock of the Corporation owned of record or beneficially by such Shareholder, and (iii) any person controlling, controlled by or under common control with such Shareholder Associated Person.

  • Controlling Holder means, as of any date of determination: