Shareholder Cap definition

Shareholder Cap shall have the meaning set forth in Section 6.2 of the Agreement.
Sample 1Sample 2Sample 3
Shareholder Cap means the portion of the Final Purchase Price paid to the Shareholder less amounts paid to Purchaser pursuant to the Escrow Agreement (Shareholder).
Sample 1
Shareholder Cap has the meaning set forth in Section 9.5(a).
Sample 1

Examples of Shareholder Cap in a sentence

  • Notwithstanding the provisions of Section 6.2, any indemnification obligation of STIC arising pursuant to this Section 6.3 shall be satisfied exclusively in cash and will not be subject to the Basket Amount or Shareholder Cap.

  • Shareholder Cap" shall have the meaning set forth in Section 6.2 of the Agreement.

  • An Indemnifying Party shall not be obligated to indemnify an Indemnified Party for Losses in excess of the Merger Consideration in the aggregate, and an indemnifying Shareholder shall not be obligated to indemnify an Indemnified Party for Losses in excess of the Merger Consideration received by such Shareholder (the "Shareholder Cap").


More Definitions of Shareholder Cap

Shareholder Cap shall have the meaning ascribed to such term in Section 9.4 of this Agreement.
Sample 1

Related to Shareholder Cap

  • Shareholder Group means (i) Shareholder and (ii) any Affiliate or Shareholder Family Entity (as defined in the Shareholder's Agreement) of Shareholder (other than the Company).

  • Minority Shareholders means holders of Shares that were not tendered pursuant to the Offer or in the Subsequent Offering Period (as it may be extended by the Minority Exit Offering Period).

  • Rollover Shareholders means each of Expert Master Holdings Limited, Mr. Longhua Piao and UMW China Ventures (L) Ltd.

  • Overseas Shareholders holders of Scheme Shares who are resident in, ordinarily resident in, or citizens of, jurisdictions outside the United Kingdom;

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

  • Existing Shareholders has the meaning set forth in the preamble.

  • Company Shareholders means holders of Company Shares.

  • Stockholder Group means the Stockholder and each Person (other than any member of the Company Group) that is an Affiliate of the Stockholder.

  • Preferred Shareholders means the holders of Preferred Shares.

  • Target Shareholders means the holders of Target Shares;

  • Class A Shareholder means a holder of Class A Shares;

  • Scheme Shareholders means the registered holders of Scheme Shares at the relevant time.

  • Management Shareholders means Xxxxxx X. Xxxx, Xxxx X. Xxxxxxx, and Xxxxxx X. Xxxxxxxxx.

  • Independent Shareholders means holders of Voting Shares, other than:

  • Existing Shareholder means any Person that is a holder of Ordinary Shares as of December 8, 2017.

  • Initial Shareholders means the Sponsor, the Directors and officers of the Company or their respective affiliates who hold shares prior to the IPO;

  • Shareholder Rights Plan means the amended and restated shareholder rights plan agreement dated as of November 10, 2015 between Parent and American Stock Transfer and Trust Company, LLC, as rights agent, as amended and restated as of April 18, 2016 as further amended, restated, succeeded or replaced from time to time, and any similar plan adopted from time to time;

  • Principal Shareholders means Xxxx X. Xxxx, Xxx X. Xxxxxxx and Xxxxx X. Xxxxxx, and their respective assignees or successors in interest.

  • Preferred Shareholder means any holder of Preferred Shares.

  • Shareholder Debt means any shareholder loan made to the Issuer as debtor, if such loan:

  • Parent Stockholders means the holders of Parent Common Stock.

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

  • Principal Stockholders CERTAIN TRANSACTIONS," "DESCRIPTION OF SECURITIES," and "SHARES ELIGIBLE FOR FUTURE SALE" have been reviewed by such counsel, and insofar as they refer to statements of law, descriptions of statutes, licenses, rules or regulations or legal conclusions, are correct in all material respects;

  • Common Stockholders means holders of shares of Common Stock.

  • Majority Shareholder Vote means a vote of “a majority of the outstanding voting securities” (as such term is defined in the 0000 Xxx) of the Trust with each class and series of Shares voting together as a single class, except to the extent otherwise required by the 1940 Act or this Declaration with respect to any one or more classes or series of Shares, in which case the applicable proportion of such classes or series of Shares voting as a separate class or series, as the case may be, also will be required.