Rollover Holders definition

Rollover Holders has the meaning set forth in the recitals hereof.

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Rollover Holders shall have the meaning set forth in the Recitals hereto.

Rollover Holders has the meaning set forth in the recitals.

Examples of Rollover Holders in a sentence

• As of the Effective Date, all shares of common stock of Intelligent One issued to the Rollover Holders will be validly issued and outstanding.

• None of the Surviving Company, the Rollover Holders, Parent, the Sponsor, the Paying Agent, the Depositary, or any other Person shall be liable to any former holder of Shares (including Shares represented by ADSs) for any amount properly delivered to a public official pursuant to applicable abandoned property, bona vacantia, escheat or similar Laws.

• Concurrently with the execution and delivery of this Agreement, the Rollover Holders have delivered to the Company the Voting Agreement.

• Parent and Topco shall identify to the Company any potential Rollover Holders who Parent and Topco desire to enter into discussions with respect to entering into an Additional Rollover Agreement and shall consult with the Company in respect of such communications prior to reaching out to such potential Rollover Holders.

• The Holdco Shares will be duly authorized, validly issued, fully paid and nonassessable, and free and clear of all Liens, preemptive rights, rights of first refusal, subscription and similar rights (other than those arising under any agreements entered into at the Contribution Closing by all of the Rollover Holders) when issued.

More Definitions of Rollover Holders

Rollover Holders has the meaning specified in the Recitals.

Rollover Holders has the meaning set forth in Section 5.2(h)(i);

Rollover Holders shall have the meaning set forth in the Preamble and shall include any of their respective Permitted Transferees that hold Company Securities.

Rollover Holders means the Sellers.

Rollover Holders means the Company Stockholders set forth on Schedule II hereto who are (or are Affiliated with) a PIPE Investor and agree in writing acceptable to the Company to be treated as Rollover Holders hereunder.

Rollover Holders. ’ means NH Holdings 2025 SPV, L.P., NH Holdings 2025, Inc., NH Holdings Acquisition 2025, Inc., 15 Angels II LLC, Bessemer Venture Partners IX L.P., Bessemer Venture Partners IX Institutional L.P., Bessemer Venture Partners Century Fund L.P., Bessemer Venture Partners Century Fund Institutional L.P., Robert J. Sheehy, Robert J. Sheehy Revocable Trust Under Agreement Dated May 19, 1993, Town Hall Ventures II, L.P., Town Hall Ventures, L.P., Cigna Health & Life Insurance Company, Cigna Ventures, StepStone VC Global Partners VII-C, L.P., StepStone VC Global Partners VII-A, L.P., StepStone Master G, L.P., AU Special Investments, L.P., StepStone VC Opportunities VI-D, L.P., StepStone VC Opportunities VI, L.P., StepStone VC Opportunities V-D, L.P., StepStone VC Opportunities V, L.P., Stepstone VC Opportunities IV LP, Redpoint Omega II, L.P., Redpoint Omega Associates II, LLC, Future Fund Investment Company No.5 Pty Ltd (ACN 134 338 926), Greycroft Growth II, L.P., SMRS-TOPE LLC, HarbourVest Partners XI Venture Fund L.P., HarbourVest Partners XI Venture AIF L.P., Coturnix SARL, Tetrao SPF, Webster B. Canale 2012 Trust Inherited IRA, Robert A. Canale 2012 Trust Inherited IRA, Canale Family Limited Partnership, CWC Family LP, D. Canale & Co., The Fik Revocable Living Trust, JDC Investments LP, John D. Canale Residuary Trust, Robert Alexander Canale, Christopher W. Canale Sr. IRA, and California State Teachers’ Retirement System.

Rollover Holders means (i) any Unitholder holding Class B Common Units, and designated as such on Schedule A hereto, and (ii) any Affiliate or Permitted Transferee of any Person specified in clause (i) that hereafter becomes an Additional Unitholder pursuant to Section 11.2. For the avoidance of doubt, in the event that any Rollover Holder that is also a Seller under the DPN Purchase Agreement Transfers any Units to any Person in accordance with the terms of this Agreement (including as Permitted Transfer), such Transferee of the Units shall be deemed a Rollover Holder and Seller for purposes of Section 3.12, and shall hold such Units subject to the obligations under Section 3.12 as if such Transferee were the initial Transferring Rollover Holder. “Rule 144” means Rule 144 promulgated under the Securities Act, or any successor rule.