Subject Shares definition
Examples of Subject Shares in a sentence
In order to enforce this Section 1.2, Acquiror may (and, prior to the Closing, the Company may require Acquiror to) impose stop-transfer instructions, including at the direction of the Company, with respect to the Subject Shares during the Lock-Up Period.
Notwithstanding the foregoing, the Company may Transfer any Subject Shares to any partner, member, or affiliate of the Company in accordance with the terms of the Organizational Documents of the Company.
The Company shall have, as of the date of the Reorganization and, except pursuant to a Transfer permitted in accordance with Section 2.1 hereof, will have until the Expiration Time, sole voting power (including the right to control such vote as contemplated herein), power of disposition, power to issue instructions with respect to the matters set forth in this Agreement and power to agree to all of the matters applicable to the Company set forth in this Agreement, in each case, over all Subject Shares.
The Company may Transfer any Subject Shares upon the consent of Purchaser; provided, that in each case such transferee of such Subject Shares evidences in a writing, in form and substance reasonably satisfactory to Purchaser, such transferee’s agreement to be bound by and subject to all of the terms and provisions hereof to the same effect as the Company, prior to and as a condition to the occurrence of such Transfer.
Such Stockholder’s Subject Shares are the only equity securities in Acquiror owned of record or beneficially by such Stockholder as of the date of this Support Agreement, and none of such Stockholder’s Subject Shares are subject to any proxy, voting trust or other agreement or arrangement with respect to the voting of such Subject Shares.