Stockholder Representative Reserve definition

Stockholder Representative Reserve means an amount specified by the Company at the time the Company notifies the Warrant Holder of the appointment of the Stockholder Representative pursuant to the Section 5.23 (or, if the Stockholder Representative is appointed by a court of competent jurisdiction pursuant to Section 5.23, an amount specified by such court).
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Stockholder Representative Reserve shall have the meaning set forth in the Merger Agreement.
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Stockholder Representative Reserve means $100,000, intended to defray the costs and expenses incurred by the Stockholder Representative in connection with his obligations under this Agreement.
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Examples of Stockholder Representative Reserve in a sentence

  • Notwithstanding the foregoing, the Stockholder Representative Reserve shall only be so distributed when the Stockholder Representative determines, in its sole discretion, that such distribution is appropriate.

  • At the Warrant Exercise Closing, the Warrant Holder shall pay (a) the Warrant Exercise Payment to the Company, and (b) the Stockholder Representative Reserve Amount to the Company.

  • The Stockholder Representative shall be entitled to pay such amounts from the Stockholder Representative Reserve.

  • The Stockholder Representative Reserve (and earnings thereon) may be applied as the Stockholder Representative, in its sole discretion, determines appropriate to defray, offset, or pay any charges, fees, costs, liabilities or expenses of the Stockholder Representative incurred in connection with the transactions contemplated by this Agreement or the Escrow Agreement.

  • At the Closing, Parent shall cause to be deposited, in an account designated by the Stockholder Representative at least three (3) Business Days prior to Closing, the Stockholder Representative Reserve.

  • Such expenses shall be reimbursed from the Stockholder Representative Reserve from time to time upon demand by the Stockholder Representative.

  • The Stockholder Representative Reserve Fund shall be retained by the Stockholder Representative for such time as the Stockholder Representative shall determine in its sole discretion.

  • At the Closing, Parent shall cause to be deposited, in an account designated by the Stockholder Representative, the Stockholder Representative Reserve.

  • Any amounts distributed to the Equityholders from the Stockholder Representative Reserve Fund shall be distributed to such Equityholders pro rata based upon their respective Closing Percentages; provided, that any payment to be made to holders of Vested Options shall be made by the Stockholder Representative to the Surviving Corporation and, after any applicable tax withholding have been made, the Surviving Corporation shall pay the remaining amounts to holders of Vested Options as provided above.

  • At the Warrant Exercise Closing, the Warrant Holder shall pay (a) the Warrant Exercise Payment to the Company, and(b) the Stockholder Representative Reserve Amount to the Company.


More Definitions of Stockholder Representative Reserve

Stockholder Representative Reserve has the meaning ascribed to it in Section 2.6(c)(v).
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Stockholder Representative Reserve means One Million Dollars ($1,000,000).
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Stockholder Representative Reserve means [*] Dollars [*].
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Stockholder Representative Reserve means $500,000, intended to defray the costs and expenses incurred by the Stockholder Representative in connection with its obligations under this Agreement.
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Stockholder Representative Reserve means $25,000 intended to defray the costs and expenses incurred by the Stockholder Representative in connection with its obligations under this Agreement.
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Stockholder Representative Reserve means $1,000,000, intended to defray the costs and expenses incurred by the Stockholder Representative in connection with its obligations under this Agreement and the Ancillary Agreements and which shall be treated for all purposes as a Transaction Expense.
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Related to Stockholder Representative Reserve

  • Stockholder Representative has the meaning set forth in the preamble.

  • Shareholder Representative has the meaning set forth in the preamble.

  • Stockholders’ Representative has the meaning set forth in the Preamble.

  • Member Representative means an individual who can make OHP-related decisions for a member who is not able to make such decisions themselves.

  • Seller Representative means Xxxxx Bank.

  • Holder Representative has the meaning specified in Section 11.1.

  • Shareholders’ Representative has the meaning set forth in the Preamble.

  • Purchaser Representative means any person who satisfies all of the following conditions or who the issuer reasonably believes satisfies all of the following conditions:

  • Note Holder Representative means a Controlling Note Holder Representative or a Non-Controlling Note Holder Representative, as applicable.

  • Sellers’ Representative has the meaning set forth in the Preamble.

  • Holders’ Representative means the representative of the Holders named in the preamble, until a successor Holders’ Representative shall have become such pursuant to the applicable provisions of this Agreement, and thereafter “Holders’ Representative” shall mean such successor Holders’ Representative.

  • Investment adviser representative means an individual employed by or associated with an investment adviser or federal covered investment adviser and who makes any recommendations or otherwise gives investment advice regarding securities, manages accounts or portfolios of clients, determines which recommendation or advice regarding securities should be given, provides investment advice or holds herself or himself out as providing investment advice, receives compensation to solicit, offer, or negotiate for the sale of or for selling investment advice, or supervises employees who perform any of the foregoing. The term does not include an individual who:

  • Seller Representatives has the meaning set forth in Section 5.8(a).

  • Controlling Note Holder Representative shall have the meaning assigned to such term in Section 6(a).

  • Controlling Noteholder Representative shall have the meaning assigned to such term in Section 6(a).

  • Buyer Representatives means the Buyer's accountants, counsel, environmental consultants, financial advisors and other authorized representatives.

  • Companion Loan Holder Representative With respect to each Serviced Companion Loan, any representative appointed by the related Companion Loan Holder.

  • Investor Representative has the meaning assigned to such term in Section 2.1(a).

  • Seller’s Representatives means Seller’s accountants, employees, counsel, environmental consultants, financial advisors, and other representatives.

  • Issuer Representative means the person or persons at the time designated to act on behalf of the Issuer by written certificate furnished to the Company and the Trustee containing the specimen signatures of such person or persons and signed on behalf of the Issuer by its duly authorized agent. Such certificate may designate an alternate or alternates.

  • Non-Lead Note Holder Representative shall have the meaning assigned to such term in Section 6(c).

  • Lenders’ Representative means the person duly authorised by the Senior Lenders to act for and on behalf of the Senior Lenders with regard to matters arising out of or in relation to this Agreement, and includes his successors, assigns and substitutes;

  • Non-Controlling Note Holder Representative shall have the meaning assigned to such term in Section 6(c).

  • Non-Lead Securitization Noteholder Representative shall have the meaning assigned to such term in the definition of “Non-Lead Securitization Noteholder”.

  • Purchaser’s Representatives shall have the meaning ascribed to it in Section 6(a) herein.

  • Non-Lead Securitization Note Holder Representative means the “Directing Certificateholder” or equivalent Person under the Non-Lead Securitization Servicing Agreement.