Stockholder and Registration Rights Agreement definition

Stockholder and Registration Rights Agreement means the Stockholder and Registration Rights Agreement to be entered into as of the Closing Date, by and among Seller, Purchaser and the Shareholders, in the form set forth on Exhibit B hereto.
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Stockholder and Registration Rights Agreement means the Stockholder and Registration Rights Agreement, in substantially the form attached hereto as Exhibit G, to be entered into by and between Parent and SpinCo or any members of their respective Groups in connection with the Separation, the Distribution or the other transactions contemplated by this Agreement, as it may be amended from time to time.
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Stockholder and Registration Rights Agreement means the Stockholder and Registration Rights Agreement between the Borrower and Xxxxxx or one of its Affiliates to be dated on or prior to the Distribution Date.
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Examples of Stockholder and Registration Rights Agreement in a sentence

  • Pursuant to a Stockholder and Registration Rights Agreement, dated as of March 1, 2022 (the “Stockholder and Registration Rights Agreement”), between Zimmer Biomet and the Company, Zimmer Biomet granted to the Company a proxy to vote the shares of Company Common Stock owned by Zimmer Biomet immediately after the Spinoff in proportion to the votes cast by the Company’s other stockholders.

  • Trademark License Agreement, Toll Processing and Services Agreement, Master Agreement for the Supply of Primary Aluminum, Massena Lease and Operations Agreement, Fusina Lease and Operations Agreement, and Stockholder and Registration Rights Agreement.

  • Pursuant to a Stockholder and Registration Rights Agreement, dated as of November 2, 2021 (the “Stockholder and Registration Rights Agreement”), between IBM and the Company, IBM granted to the Company a proxy to vote the shares of Common Stock owned by IBM immediately after the distribution in proportion to the votes cast by the Company’s other stockholders.

  • These agreements included a Separation and Distribution Agreement, Tax Matters Agreement, Employee Matters Agreement, Transition Services Agreement, certain Patent, Know-How, Trade Secret License and Trademark License Agreements, and Stockholder and Registration Rights Agreement.

  • On March 24, 2017, pursuant to the Stockholder and Registration Rights Agreement, the Company filed a Registration Statement on Form S-1 to register the offering and sale of the Company’s common stock retained by RRD.

  • Xxxxxxx Title: President and Chief Executive Officer [Signature Page to Stockholder and Registration Rights Agreement] Exhibit A Form of Agreement to be Bound THIS INSTRUMENT forms part of the Stockholder and Registration Rights Agreement (the “Agreement”), dated as of September 28, 2018, by and between ServiceMaster Global Holdings, Inc., a Delaware corporation (“Parent”), and frontdoor, inc., a Delaware corporation.

  • Those persons would, however, be permitted to sell New Stock or other securities without registration if they are able to comply with the provisions of Rule 144 under the Securities Act, as described further below, or if such securities are registered with the Commission pursuant to the Stockholder and Registration Rights Agreement or otherwise.

  • The Parties shall execute and deliver a Stockholder and Registration Rights Agreement in substantially the form of Exhibit G attached hereto.

  • AWI and the Asbestos PI Trust will enter into a Stockholder and Registration Rights Agreement, which will give the Asbestos PI Trust registration rights with respect to the Plan Notes, if they are issued.

  • Stockholder and Registration Rights Agreement The Company and RRD entered into a Stockholder and Registration Rights Agreement with respect to the Company’s common stock retained by RRD pursuant to which the Company agrees that, upon the request of RRD, the Company will use its reasonable best efforts to effect the registration under applicable federal and state securities laws of the shares of the Company’s common stock retained by RRD after the Separation.

Related to Stockholder and Registration Rights Agreement

  • Registration Rights Agreement means the Registration Rights Agreement, dated the date hereof, among the Company and the Purchasers, in the form of Exhibit B attached hereto.

  • Exchange and Registration Rights Agreement means (i) the Exchange and Registration Rights Agreement dated the Issue Date among the initial purchasers named therein and the Company, as the same may be amended, supplemented or modified from time to time and (ii) any similar exchange and/or registration rights agreement entered into with respect to any Additional Securities, as any such agreement may be amended, supplemented or modified from time to time.

  • Registration Rights Agreements means that certain Registration Rights Agreement dated as of the Closing Date by and between the Parent and Laurus and each other registration rights agreement by and between the Parent and Laurus, as each of the same may be amended, modified and supplemented from time to time.

  • Existing Registration Rights Agreement shall have the meaning given in the Recitals hereto.

  • Original Registration Rights Agreement has the meaning set forth in the recitals to this Agreement.

  • Amended and Restated Registration Rights Agreement has the meaning set forth in the Recitals.

  • Investor Rights Agreement has the meaning set forth in the Recitals.

  • Registration Agreement means the Exchange and Registration Rights Agreement dated February 18, 2003 between the Company and the Initial Purchasers relating to the Securities and (b) any other similar Exchange and Registration Rights Agreement relating to Additional Securities.

  • Rights Agreement shall have the meaning set forth in Section 3(c) hereof.

  • Registration Rights means the rights of the Holders to cause the Company to Register Registrable Securities pursuant to this Agreement.

  • Stockholder Agreement means the Stockholder Agreement, dated as of August 29, 2003, among the Company and its stockholders, as amended and in effect from time to time.

  • Company Rights Agreement shall have the meaning set forth in Section 4.3.

  • Pro Rata Rights Agreement means a written agreement between the Company and the Investor (and holders of other Safes, as appropriate) giving the Investor a right to purchase its pro rata share of private placements of securities by the Company occurring after the Equity Financing, subject to customary exceptions. Pro rata for purposes of the Pro Rata Rights Agreement will be calculated based on the ratio of (1) the number of shares of Capital Stock owned by the Investor immediately prior to the issuance of the securities to (2) the total number of shares of outstanding Capital Stock on a fully diluted basis, calculated as of immediately prior to the issuance of the securities.

  • Investors Agreement has the meaning set forth in Section 6.01(e).

  • Underlying Shares Registration Statement means a registration statement meeting the requirements set forth in the Registration Rights Agreement, covering among other things the resale of the Underlying Shares and naming the Holder as a "selling stockholder" thereunder.

  • Shareholder Agreement has the meaning set forth in the Recitals.

  • Stockholders Agreement means the Stockholders Agreement, dated as of the date hereof, by and among the Company and the other parties thereto.

  • certificate of registration means registration with the CPSBC that allows the Participant to practice medicine in British Columbia, other than the certificate of registration which allowed the Participant to enrol in Postgraduate Medical Education;

  • Shareholders Agreement shall have the meaning set forth in the Recitals.

  • IPO Registration Statement means the Registration Statement on Form S-1 (File No. 333-196099), as amended, filed by the Partnership with the Commission under the Securities Act to register the offering and sale of the Common Units in the Partnership’s initial public offering of such Common Units to the public.

  • Master Registration Agreement means the agreement of that sets out (among other things) the procedure for a supplier to Register a Supply Point;

  • Exchange Registration Statement shall have the meaning assigned thereto in Section 2(a) hereof.

  • Conversion Shares Registration Statement means a registration statement that registers the resale of all Conversion Shares of the Holders, who shall be named as “selling stockholders” therein and meets the requirements of the Registration Rights Agreement.

  • Key Holder Registrable Securities means (i) the shares of Common Stock held by the Key Holders, and (ii) any Common Stock issued as (or issuable upon the conversion or exercise of any warrant, right, or other security that is issued as) a dividend or other distribution with respect to, or in exchange for or in replacement of such shares.

  • Stock Appreciation Rights Agreement means a written agreement between the Company and a Holder with respect to an Award of Stock Appreciation Rights.

  • Stockholder Shares means the shares of common stock of the Company issued to Stockholder in accordance with the terms and conditions of the Reorganization Agreement, including such shares of common stock of the Company transferred from Stockholder to The Cendant Charitable Foundation, and any securities of the Company issued as a dividend on or other distribution with respect to, or in exchange for or replacement of, such common stock.