Terminating Shareholder definition

Terminating Shareholder will have the meaning set forth in Section 14.5.
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Terminating Shareholder has the meaning ascribed in Section 7.01(b)(v).
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Terminating Shareholder has the meaning given in Clause 17.3;
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Examples of Terminating Shareholder in a sentence

  • If the Terminating Shareholder elects to have such Fair Market Value determined, the Non-Terminating Shareholder will render such cooperation as may be necessary for determination of the Fair Market Value and will bear all costs and expenses associated with the determination of such Fair Market Value.

  • In such circumstance, Xxxxx'x Purchase Option Period, the Voting Shareholder's Purchase Option Period and the respective rights and obligations of the Voting Shareholders, the Corporation and such Senior Terminating Shareholder with respect to the purchase and sale of his Shares shall pertain as if the date designated by such Senior Terminating Shareholder for the Event was the last day of his employment.

  • The Parties agree that the [**] discount and [**] premium referred to above is commercially justifiable and constitutes a genuine pre-estimate of any losses suffered by the Terminating Shareholder.

  • The KK shall assign ownership of the KK Assets to the Terminating Shareholder.

  • Notwithstanding the foregoing, in the event of dissolution of the KK by reason of material breach of the JV Agreement, the KK shall assign this Agreement to the Terminating Shareholder (as defined in the JV Agreement) and all licenses granted hereunder shall continue in full force and effect as set forth in this Agreement.

  • The Terminating Shareholder shall have ongoing exclusive use of the Localized version of the AJ Assets and KK Assets.

  • The Representative, Disabled Shareholder, Disabled Shareholder's Legal Representative, Offering Shareholder or Terminating Shareholder shall have no vote regarding any given Corporation's option to purchase Shares under this Agreement.

  • The KK shall assign its undivided one-half interest in and to the Derived KK Content to the Terminating Shareholder, subject to all restrictions set forth in Section 2(f) of this Agreement, which shall continue in frill force and effect.

  • The parties expressly acknowledge that the Purchase Price for Shares purchased following the voluntary resignation of a Terminating Shareholder occurring from and after January 1, 2002 shall be determined in accordance with Article 5 hereof.

  • The Company shall have the right, without the consent or approval of the Terminating Shareholder, to assign its Call Right with respect to any Call Shares to Metretek Florida or any of its Affiliates, in which case the assignee shall have all of the rights and duties of the Company under this Agreement with respect to the Call Shares.


More Definitions of Terminating Shareholder

Terminating Shareholder means any Shareholder which serves a Termination Notice in accordance with the provisions of clause 31 (Termination);
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Related to Terminating Shareholder

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

  • Company Shareholder means a holder of Company Shares.

  • substantial shareholder means a person who is entitled to exercise, or to control the exercise of, 10% or more (or such other percentage as may be prescribed by the Listing Rules) of the voting power at any general meeting of the Company;

  • Defaulting Shareholder has the meaning set out in clause 16.7;

  • Eligible Shareholder means an existing or new investor of the Company that is eligible at the ACD’s discretion to invest in the Class X Shares upon entering into an agreement with the ACD and fulfilling the eligibility conditions set by the ACD from time to time.

  • Soliciting Shareholder means, with respect to any Special Meeting demanded by a shareholder or shareholders, any of the following Persons:

  • 10% Shareholder means a person who owns, directly or indirectly, stock possessing more than 10% of the total combined voting power of all classes of stock of the Company or any Parent or Subsidiary of the Company. Indirect ownership of stock shall be determined in accordance with Code Section 424(d).

  • Major Stockholder means any such Person.

  • Existing Shareholders means the officers, directors and shareholders of the Company prior to the Offering; (c) “Initial Ordinary Shares” shall mean all of the Ordinary Shares owned by an Existing Shareholder prior to the Offering (and shall include any Ordinary Shares issued as dividends with respect to such shares); (d) “Public Shareholders” shall mean the holders of securities issued in the Offering; (e) “Trust Account” shall mean the trust account established for the benefit of the Public Shareholders into which a portion of the net proceeds of the Offering will be deposited; and (f) the “Extended Period” shall mean the additional 12-month period to approve a Business Combination as more specifically described in the Registration Statement.

  • Significant Shareholder means a person or company that has beneficial ownership of, or control or direction over, whether direct or indirect, or a combination of beneficial ownership of, and control or direction over, whether direct or indirect, securities of an issuer carrying more than 10 per cent of the voting rights attached to all the issuer’s outstanding voting securities, excluding, for the purpose of the calculation of the percentage held, any securities held by the person or company as underwriter in the course of a distribution;

  • Management Shareholders means Xxxxxx X. Xxxxx, Xxxxxxxx X. Xxxxxx and Xxxxx X. XxXxxxx;

  • Significant Stockholder means Allied Irish Banks, p.l.c., a limited liability company incorporated under the laws of Ireland having its registered office at Bankcentre, Ballsbridge, Dublin 4, Ireland, and any successor thereto.

  • 10% Stockholder means the owner of stock (as determined under Code Section 424(d)) possessing more than ten percent (10%) of the total combined voting power of all classes of stock of the Corporation (or any Parent or Subsidiary).

  • Controlling Shareholder means any shareholder owning more than fifty

  • Transferring Shareholder has the meaning set out in Section 6.1; and

  • ² Shareholder means a person who owns shares in the company and is actively involved in the management of the company or business and exercises control over the company.

  • Company Shareholders means holders of Company Shares.

  • Founder means, in respect of an issuer, a person who,

  • Major Stockholders means those stockholders owning more than ten percent (10%) of the voting stock of any

  • Initial Shareholder means any beneficial owner of the Company’s unregistered securities.

  • Company Stockholder means the holder of either a share of Company Common Stock or a share of Company Preferred Stock.

  • Common Stockholder means the employee of, consultant to, or director of the Company or other person to whom shares of Common Stock are issued pursuant to this Plan.

  • Ordinary Shareholder means a holder of ordinary shares;

  • Shareholder means a person who owns shares in the company and is actively involved in the management of the enterprise or business and exercises control over the enterprise.

  • Principal Stockholder means any person who individually or in concert with his spouse and

  • Independent Shareholders means holders of outstanding Voting Shares, excluding (i) any Acquiring Person, (ii) any Offeror, (iii) any Affiliate or Associate of any Acquiring Person or Offeror, (iv) any Person acting jointly or in concert with any Acquiring Person or Offeror, and (v) any employee benefit plan, share purchase plan, deferred profit sharing plan or trust for the benefit of employees of the Corporation or a wholly-owned Subsidiary of the Corporation (unless the beneficiaries of such plan or trust direct the manner in which such Voting Shares are to be voted or direct whether the Voting Shares are to be deposited or tendered to a Take-Over Bid, in which case such plan or trust shall be considered to be an Independent Shareholder).