Transferring Securityholder definition

Transferring Securityholder has the meaning set forth in Section 2.2(a).
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Transferring Securityholder has the meaning set out in Section 5(a).
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Transferring Securityholder has the meaning set forth in paragraph 3(b).
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Examples of Transferring Securityholder in a sentence

  • Each Transferring Securityholder shall deliver its shares of Common Stock free and clear of all liens, claims, options, pledges, encumbrances and security interests.

  • In the event that the Transferring Securityholder elects not to sell any shares to XXXX or its assignee pursuant to the proviso in the immediately preceding sentence, such Transferring Shareholder may transfer the Transfer Securities to one or more Qualified Purchasers pursuant to Section 2.2(c) only if such Qualified Purchasers purchase in the aggregate at least as many shares of the Transfer Securities as XXXX had agreed to purchase.

  • If the prospective transferee fails to purchase Vested Securities from any Participating Securityholder as to which such Participating Securityholder has exercised its rights under this Section 5 and the Transferring Securityholder fails to purchase such Vested Securities from the Participating Securityholder, the Transferring Securityholder shall not be permitted to make the proposed Transfer and any such attempted Transfer shall be subject to the penalty provisions of Section 4(e).

  • Promptly after any Transfer pursuant to this Section 4.3, the Transferring Securityholder shall notify the Company of the consummation thereof and shall furnish such evidence of the completion and time of completion of such Transfer and of the terms thereof as the Company may request.

  • Each Participating Securityholder shall be required, to the extent possible, to transfer all of such Participating Securityholder’s Vested Securities of the same type and in the same proportion as the Xxxx Securities proposed to be transferred by the Transferring Securityholder pursuant to the Xxxx Investor Sale Notice.

  • If, at the end of such 90 day period, the Transferring Securityholder has not completed the Transfer of all of the Transfer Shares, the Transferring Securityholder shall no longer be permitted to Transfer such Shares pursuant to this Section 4.3(g) without again complying with this Section 4.3 in its entirety.

  • If, at the end of the 15 Business Day period set forth in Section 4.3(d), timely Acceptance Notices have not been given covering all of the Transfer Shares and the Transfer Notice did not contain an All or Nothing Condition, then the Transferring Securityholder shall have 90 days in which to complete the sale of any or all of the Transfer Shares as to which timely Acceptance Notices have not been given.

  • The Tag-Along Notice shall also provide that each of the Remaining Securityholders may elect to exercise such rights within 15 days following the giving of the Tag-Along Notice, by delivery, on or before the expiration of such time period, of a written notice to the Transferring Securityholder indicating such Securityholder's desire to exercise its rights under this Section 4.5 and specifying the number of Shares, Warrants or Options he, she or it desires to sell.

  • The number of Shares or Warrants to be sold by the Transferring Securityholder shall be reduced by the aggregate number of Shares, Warrants or Options to be sold by each of the Remaining Securityholders who have exercised Tag-Along Rights in connection with such Transfer.

  • The Company may pay the purchase price for such units by offsetting amounts outstanding under any bona fide debts owed by the Transferring Securityholder to the Company.


More Definitions of Transferring Securityholder

Transferring Securityholder means, with regard to any transaction, any Securityholder proposing to Transfer any Securities held by such Securityholder.
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Transferring Securityholder has the meaning set forth with respect --------------------------- thereto in Section 4(b)(i).
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Transferring Securityholder has the meaning set forth with respect thereto in Section 4(b)(i).
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Related to Transferring Securityholder

  • Transferring Stockholder has the meaning assigned to such term in Section 3.4(a).

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

  • Company Securityholders means the Company Stockholders, Company Optionholders and Company Warrantholders, collectively.

  • Transferring Member has the meaning set forth in Section 9.4.

  • Securityholder means the Person in whose name a Security is registered on the Registrar's books.

  • Securityholder or Holder Any Noteholder or a Certificateholder.

  • Selling Member has the meaning set forth in Section 10.5(a).

  • Participating Stockholder means a “Participating Stockholder” under the HBB Stockholders’ Agreement, HY Stockholders’ Agreement and NACCO Stockholders’ Agreement, to the extent the Partnership owns HBB Class B Shares, HY Class B Shares or NACCO Class B Shares. A Partner shall cease to be a Participating Stockholder under this Agreement and shall be deemed to be a Former Partner immediately prior to any event or lapse of time that causes such Partner to no longer be a “Participating Stockholder” under such applicable stockholders’ agreements.

  • Disposing Member is defined in Section 4.1.

  • Participating Investor any Participating Account, Participating Insurance Company or Participating Plan, including the Account and the Company.

  • Majority Shareholder means a holder of more than fifty percent (50%) of the outstanding stock of the Company, or if no person holds more than fifty percent (50%) of the outstanding stock of the Company, the holder of a plurality of the outstanding stock of the Company.

  • Tag or “RFID tag” means the unique identification number or Radio Frequency Identification (RFID) issued to a licensee by the agency for tracking, identifying and verifying marihuana plants, marihuana products, and packages of marihuana product in the statewide monitoring system.

  • Preferred Shareholder means any holder of Preferred Shares.

  • Series A Holder means a Record Holder of the Series A Preferred Units.

  • Other Holder has the meaning specified in Section 2.2(b).

  • Majority Stockholder means, collectively or individually as the context requires, TPG Capital, L.P., Apollo Global Management, LLC and/or their respective affiliates.

  • Preferred Holder means, with respect to a series of Preferred Units, a Record Holder of such series of Preferred Units.

  • Controlling Shareholder means any shareholder owning more than fifty

  • Holder or Certificateholder The registered owner of any Certificate as recorded on the books of the Certificate Registrar except that, solely for the purposes of taking any action or giving any consent pursuant to this Agreement, any Certificate registered in the name of the Depositor, the Trustee, the Master Servicer, any Servicer or any Affiliate thereof shall be deemed not to be outstanding in determining whether the requisite percentage necessary to effect any such consent has been obtained, except that, in determining whether the Trustee shall be protected in relying upon any such consent, only Certificates which a Responsible Officer of the Trustee knows to be so owned shall be disregarded. The Trustee may request and conclusively rely on certifications by the Depositor, the Master Servicer and any Servicer in determining whether any Certificates are registered to an Affiliate of the Depositor, the Master Servicer or such Servicer.

  • Transferring Party has the meaning given such term in Section 5.2(b).

  • Certificateholder or Holder The person in whose name a Certificate is registered in the Certificate Register, except that, solely for the purpose of giving any consent pursuant to this Agreement, any Certificate registered in the name of the Depositor or any affiliate of the Depositor shall be deemed not to be Outstanding and the Percentage Interest evidenced thereby shall not be taken into account in determining whether the requisite amount of Percentage Interests necessary to effect such consent has been obtained; provided, however, that if any such Person (including the Depositor) owns 100% of the Percentage Interests evidenced by a Class of Certificates, such Certificates shall be deemed to be Outstanding for purposes of any provision hereof that requires the consent of the Holders of Certificates of a particular Class as a condition to the taking of any action hereunder. The Trustee is entitled to rely conclusively on a certification of the Depositor or any affiliate of the Depositor in determining which Certificates are registered in the name of an affiliate of the Depositor.

  • Voting Member means a Member holding one or more Voting Shares.

  • Company Shareholder means a holder of Company Shares.

  • Non-Voting Member means a member of a Committee or Sub- Committee of the Council who is not a member of the Council and is not entitled to vote on any matter coming before that Committee or Sub- Committee;

  • Class B Stockholder means (i) the registered holder of a share of Class B Common Stock at the Effective Time and (ii) the initial registered holder of any shares of Class B Common Stock that are originally issued by the Corporation after the Effective Time.

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