Transferor Shares definition

Transferor Shares shall have the meaning set forth in Section 1(a) hereof.
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Transferor Shares means the Restricted Securities proposed to be Transferred by Transferor subject to the Tag-Along rights set forth in Section 2.03.
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Transferor Shares shall have the meaning provided in Section 4.1.2.
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Examples of Transferor Shares in a sentence

  • If at the end of such 45-day period the Buyer has not completed the purchase of all the Transferor Shares and all the Offeree's Common Securities proposed to be sold, the provisions of this Article V(a) shall begin anew with respect to all such Common Securities.

  • The Tag-Along Participants shall have five (5) Business Days following receipt of the Transferor Notice to elect to sell all or a portion of their Ratable Percentage Share of the Transferor Shares by delivering a written notice of such election (the “Tag-Along Notice”) to the Selling Shareholder.

  • The Sellers shall, subject to the provisions of this Section 2.06, consent to and raise no objections against such Transfer by the Purchaser and, if requested to do so by the Purchaser in the Transferor Notice, Transfer their respective Ratable Percentage Shares, subject to the provisions of this Section 2.06, on the same terms and conditions upon which the Purchaser is Transferring the Transferor Shares.

  • Such certificates will be duly endorsed for transfer to the Company, and upon delivery of such certificates to the Company, the Transferor will be deemed to represent and warrant to the Company that the Transferor Shares are owned by such Transferor free and clear of all liens, adverse claims, and other encumbrances other than as provided in this Stockholders Agreement.

  • At the closing, the Company will pay the purchase price for the shares to the Transferor by wire transfer of immediately available funds upon the Transferor's delivery to the Company of valid certificates evidencing the shares of Common Stock being purchased pursuant to such sale (the "Transferor Shares").

  • If at the end of such ninety (90) day period such Key Senior Executive has not completed the Transfer of the Transferor Shares and the Investor Shares (if any) proposed to be Transferred, such Key Senior Executive may not proceed with such Transfer or any other Transfer without first giving a new Inclusion Notice pursuant to the provisions of this Article III.

  • If all such Restricted Securities and Transferor Shares are not sold to the Buyer, the Transferors, at their option, may elect to sell, on behalf of themselves and the Offerees that have exercised their Inclusion Rights on a timely basis pursuant to Section 10.2(a), such number thereof as the Buyer will purchase, allocated Pro Rata (as nearly as practicable) among the Transferors and such Offerees.

  • The Transferors shall have 120 days, commencing on the expiration of the 10-Business Day period referred to in Section 10.2(a), in which to Transfer to the Buyer, on behalf of itself and the Offerees, up to the number of Restricted Securities equal to the sum of (i) the number of Restricted Securities covered by the Section 10.2 Offer as to which Offerees shall have exercised their Inclusion Rights on a timely basis pursuant to Section 10.2(a) plus (ii) the number of Transferor Shares.

  • In the event the Company declines to purchase such Transferor Shares, the Company shall promptly notify Trimaran and the Transferor in writing of its decision.

  • To the extent the Company declines to elect to purchase such Transferor Shares, Trimaran shall have ten (10) Business Days from the end of such thirty (30) day period to elect to purchase collectively all (but not less than all) of such Transferor Shares.


More Definitions of Transferor Shares

Transferor Shares means common shares in the capital of the Transferor;
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Transferor Shares. 3.1(a) "Triggering Issuance" 7.18
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Transferor Shares. Section 10.2(a) "Warrants" -- Recitals
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Transferor Shares. 3.1(a) "TWS" Preamble "TWS Nominees" 4.1(a)
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Transferor Shares means the Transferor Ordinary Shares and the Transferor Preference Shares;
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Related to Transferor Shares

  • Seller Shares means all shares of Common Stock of the Company owned as of the date hereof or hereafter acquired by a Common Holder, as adjusted for any stock splits, stock dividends, combinations, subdivisions, recapitalizations and the like.

  • Transferred Shares means all or any portion of a Member’s Shares that the Member seeks to Transfer.

  • Founders’ Shares means 1,000 shares with a par value of $1 per share, 500 of which were issued to MACRO Securities Depositor, LLC and 500 of which were issued to Claymore Securities, Inc., in exchange for the Initial Deposit.

  • Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.

  • Purchased Shares has the meaning set forth in Section 2.01.

  • Transfer Shares has the meaning ascribed to such term in Section 6.2(a)

  • Investor Shares shall have the meaning given in the Recitals hereto.

  • Purchaser Shares means the common shares in the capital of the Purchaser.

  • Acquired Shares has the meaning set forth in the Recitals.

  • Covered Shares means, with respect to the Shareholder, (i) the Existing Shares, together with (ii) any shares of Common Stock or other voting capital stock of the Company and any securities convertible into or exercisable or exchangeable for shares of Common Stock or other voting capital stock of the Company, in each case under this clause (ii) that such Shareholder acquires Beneficial Ownership of on or after the date hereof.

  • Exchange Shares has the meaning set forth in Section 2.01(b).

  • Initial Shares means all of the outstanding shares of Common Stock issued prior to the consummation of the Company’s initial public offering.

  • ASA Shares has the meaning set forth in 2.4(a).

  • VMTP Shares means Variable Rate MuniFund Term Preferred Shares, $0.00001 par value per share, liquidation preference $100,000 per share plus an amount equal to accumulated but unpaid dividends thereon (whether or not earned or declared), of the Trust. The preferences, voting powers, restrictions, limitations as to dividends, qualifications, and terms and conditions of redemption of each series of VMTP Shares are set forth in the VMTP Shares Statement.

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

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

  • 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.

  • Option Shares shall have the meaning ascribed to such term in Section 2.2(a).

  • Sold Shares shall have the meaning specified in Section 6.

  • Issued Shares means, collectively, all outstanding Shares issued pursuant to Restricted Stock Awards, all outstanding Shares issued pursuant to Unrestricted Stock Awards, and all Option Shares.

  • Management Shares means a management share in the capital of the ICAV which shall have the right to receive an amount not to exceed the consideration period for such Management Share.

  • Shares means the shares of Common Stock issued or issuable to each Purchaser pursuant to this Agreement.

  • Other Shares means shares of Common Stock, other than Registrable Securities (as defined below), with respect to which registration rights have been granted.

  • Transfer Stock means shares of Capital Stock owned by a Key Holder, or issued to a Key Holder after the date hereof (including, without limitation, in connection with any stock split, stock dividend, recapitalization, reorganization, or the like), but does not include any shares of Preferred Stock or of Common Stock that are issued or issuable upon conversion of Preferred Stock.

  • Issuer Shares means the shares of Common Stock or other equity securities of the Company, and any securities into which such shares of Common Stock or other equity securities shall have been changed or any securities resulting from any reclassification or recapitalization of such shares of Common Stock or other equity securities.

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