Participating Offerees definition

Participating Offerees shall have the meaning set forth in Section 2.4(a).
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Participating Offerees shall have the meaning set forth in Section 2.4(a). "Participating Securities" shall have the meaning set forth in Section 2.4(a). "Permitted Transfer" shall mean: (a) a Transfer of any Subject Securities between any JWC Holder or Management Holder who is a natural person and such Stockholder's spouse, children, parents or siblings (whether natural, step or by adoption) or to a trust solely for the benefit of one or more of any of such Persons; provided that with respect to any such Transfer, the Stockholder retains, as trustee or by some other means, the sole authority to vote such Subject Securities (including any Common Stock that may be acquired pursuant to any Vested Options); (b) a Transfer of Subject Securities by a JWC Holder to JWC Inc. or to an officer, employee or consultant of JWC Inc. or to a corporation or to a partnership (or other entity for collective investment, such as a fund) which is (and continues to be) controlled by, controlling or under common control with JWC Inc.; (c) a Transfer of Subject Securities (i) by a Management Holder to another Management Holder or (ii) from a JWC Holder to another JWC Holder; (d) a Transfer of Subject Securities between any Stockholder who is a natural person and such Stockholder's guardian or conservator; or (e)
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Participating Offerees has the meaning set forth in Section 5(b).
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Examples of Participating Offerees in a sentence

  • The amount of Participation Securities to be sold by any Initiating Stockholder shall be reduced to the extent necessary to provide for such sales of Subject Securities by Participating Offerees.

  • The amount of Participation Securities to be sold by the Transferor shall be reduced to the extent necessary to provide for such sales of Shares by Participating Offerees.

  • In connection with any such Transfer, the Participating Offerees shall agree to the same terms and conditions as the Initiating Members.

  • The Transferor shall attempt to obtain inclusion in the proposed Transfer of the entire number of Shares which the Transferor and the Participating Offerees desire to have included in the proposed Transfer.

  • The amount of Participation Securities to be Transferred by any Initiating Unitholder shall be ratably reduced to the extent necessary to provide for such sales of Class B Units by Participating Offerees.

  • The consideration to be received by the Participating Offerees in respect of the Class B Membership Interest to be sold to the prospective Transferee shall be determined based upon (i) the deemed value of the Company implied by the price to be paid by the prospective Transferee for the Sharing Percentage attributable to the Class A Membership Interest and (ii) the resulting relative value of the Sharing Percentage attributable to the Class B Membership Interest.

  • The amount of Participation Securities to be sold by the Initiating Stockholders shall be reduced to the extent necessary to provide for such sales of Shares by Participating Offerees.

  • The Issuer may condition the participation of the Participating Offerees in an Issuance upon the purchase by such Participating Offerees of any securities (including debt securities) other than Subject Securities (“Other Securities”) in the event that the participation of the Prospective Subscriber(s) in such Issuance is so conditioned.

  • Any Subject Securities acquired by a Third Party pursuant to this Section 2.3 from the JWC Holders and/or the Participating Offerees shall be held by such acquiring Third Party subject to the terms and conditions of this Agreement.

  • The amount of Participation Securities to be sold by any Initiating Stockholder shall be reduced to the extent necessary to provide for such sales of Shares by Participating Offerees.


More Definitions of Participating Offerees

Participating Offerees shall have the meaning set forth in Section 2.2.
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Participating Offerees has the meaning set forth in Section 6(b).
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Participating Offerees has the meaning given in Section 9.01(e).
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Participating Offerees shall have the meaning set forth in Section ----------------------- 2.05(b).
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Participating Offerees shall have the meaning set forth in Section 3.3(b).
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Related to Participating Offerees

  • Offerees has the meaning set forth in Section 5.4(a).

  • Participating Dentist means any Dentist who, at the time of rendering a Covered Dental Service to the Member, has a written agreement with CareFirst BlueChoice or the Dental Plan for the rendering of such service.

  • Participating Holders means all Holders of Registrable Securities which are proposed to be included in any offering of Registrable Securities pursuant to Section 2.1 or Section 2.2.

  • Participating Shares means shares that entitle their holders to participate without limitation in distributions.

  • Participating Investor any Participating Account, Participating Insurance Company or Participating Plan, including the Account and the Company.

  • Participating Stockholder means a “Participating Stockholder” under the HBB Stockholders’ Agreement, HY Stockholders’ Agreement and NACCO Stockholders’ Agreement, to the extent the Partnership owns HBB Class B Shares, HY Class B Shares or NACCO Class B Shares. A Partner shall cease to be a Participating Stockholder under this Agreement and shall be deemed to be a Former Partner immediately prior to any event or lapse of time that causes such Partner to no longer be a “Participating Stockholder” under such applicable stockholders’ agreements.

  • Participating Holder means any Holder of Registrable Securities that has returned a completed and signed Notice and Questionnaire to the Company in accordance with Section 2(b) hereof.

  • Participating Broker-Dealers shall have the meaning set forth in Section 4(a) hereof.

  • Participating Dealer means any licensed broker or dealer and who has entered into a Participation Agreement in form and substance acceptable to the Manager and the Trustee.

  • Participating Broker-Dealer shall have the meaning set forth in Section 3(t) hereof.

  • Participation Notice has the meaning set forth in Section 4.2;

  • Participating Underwriter means any of the original underwriters of the Bonds required to comply with the Rule in connection with offering of the Bonds.

  • Participating member means a member who is required to make mandatory contributions by the applicable retirement act to his or her health reimbursement account.

  • Rights Offering Participants means those Persons who duly subscribe for Rights Offering Shares in accordance with the Rights Offering Procedures.

  • Designated Holder means the Holder of Note A-1.

  • Participating Funds means those Funds that are parties to a particular repurchase transaction effected through the Joint Trading Account.

  • Participating student means a student who has been determined to be

  • Participating School District As used in Exhibit G and other Exhibits to the DPA, the term Participating School District shall mean a New York State educational agency, as that term is defined in Education Law Section 2-d, that obtains access to the Services through a CoSer agreement with LEA, and shall include LEA if it uses the Services in its own educational or operational programs.

  • Participating Orthotic Provider means an Orthotic Provider who has a written agreement with the Claim Administrator or another Blue Cross and/or Blue Shield Plan to provide services to you at the time services are rendered.

  • Participating Agencies means members of National Purchasing Partners for which Vendor has agreed to extend the terms of this Master Price Agreement pursuant to Article 2.6 and Attachment C herein. For purposes of cooperative procurement, “Participating Agency” shall be considered “Purchaser” under the terms of this Agreement.

  • Participating Provider means an Administrator Hospital or Professional Provider which has a written agreement with the Claim Administrator or another Blue Cross and/or Blue Shield Plan to provide services to participants in the Participating Provider Option program or an Administrator facility which has been designated by the Claim Administrator as a Participating Provider.

  • Participating school means a nonpublic school participating in the

  • Participating Share or “Share” means the Participating Shares of no par value in the

  • Participating Fund means each Fund, including, as applicable, any series thereof, specified in Exhibit A, as such Exhibit may be amended from time to time by agreement of the parties hereto, the shares of which are available to serve as the underlying investment medium for the aforesaid Contracts.

  • participating class means a class of shares title to which is permitted by an Operator to be transferred by means of a relevant system;

  • Participating Facility means, for purposes of this section only, with respect to covered service, a Hospital, Hospital outpatient department, critical access Hospital, ambulatory surgical center or any other facility as otherwise required by law, that has a direct or indirect contractual relationship with BCBSMT setting a rate (above which the provider cannot bill the Member) for furnishing such item or service under The Plan, regardless of whether the provider is considered a preferred or In-Network provider for purposes of In-Network or Out-of-Network Benefits under The Plan.