Xxxxxxxxxxx Shareholders definition

Xxxxxxxxxxx Shareholders means Xxxxxxx Xxxxxxxxxxx and his direct and indirect Permitted Transferees so long as any such Person shall beneficially own any Common Stock.
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Xxxxxxxxxxx Shareholders means, at any time, the holders of Xxxxxxxxxxx Xxxxxx; (zz) “Xxxxxxxxxxx Shares” means common shares in the capital of Xxxxxxxxxxx;
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Xxxxxxxxxxx Shareholders means Xxxxxxx Xxxxxxxxxxx and his direct and indirect Permitted Transferees so long as any such Person shall beneficially own any Common Stock. "LSH" means Xxxxxxxx, Xxxxx & Xxxxx XXX, L.P. "LSH Shareholders" means LSH and its direct and indirect Permitted Transferee so long as any such Person shall beneficially own any Common Stock. "Merger Agreement" means the Agreement and Plan of Merger dated as of the date hereof, as subsequently amended, between the Company and Arizona Acquisition Corp. "Permitted Transferee" means (i) in the case of any Shareholder who is a natural person, (a) a spouse or lineal descendent (including by adoption and stepchildren), heir, executor, testamentary trustee or legatee of such Shareholder or (b) any trust or estate the beneficiaries of which, or any corporation, limited liability company or partnership, the stockholders, members or partners of which include only the Persons described in clause (a) above, (ii) in the case of any CSH Shareholder, (a) Citicorp Venture Capital, Ltd., any stockholder, member, partner or Affiliate of any such CSH Shareholder or of Citicorp Venture Capital, Ltd. and any officer, director, or employee of any such CSH Shareholder, Citicorp Venture Capital, Ltd. or of any such stockholder, member, partner or Affiliate, (b) a spouse or lineal descendant (including by adoption and stepchildren), heir, executor, testamentary trustee or legatee of the officers, directors and employees referred to in clause (ii)(a) above, and any trust or estate (where a majority in interest of the beneficiaries thereof are any of the Persons described in this clause (b) and in clause (ii)(a) above), corporation, limited liability company or partnership (where a majority in interest of the stockholders, members or limited partners, or where the managing general partner, is one of more of the Persons described in this clause (b) or in clause (ii)(a) above and (iii) in the case of any LSH Shareholder, (a) any shareholder, member, partner or Affiliate of such LSH Shareholder or (b) a spouse or lineal descendant (including by adoption and stepchildren), heir, executor, testamentary trustee or legatee of the shareholders, members and partners referred to in clause (iii)(a) above, and any trust or estate (where a majority 2
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Examples of Xxxxxxxxxxx Shareholders in a sentence

  • In no event will the Company be required to effect more than two such Demand Registrations by the Xxxxxxxxxxx Shareholders.

  • The other provisions of this Article 5 applicable to Demand Registrations requested by the CSH Shareholders shall apply, mutatis mutandis, to any such Demand Registration by the Xxxxxxxxxxx Shareholders.

  • The Defendants and the Xxxxxxxxxxx Shareholders represent and warrant that as of the Effective Date they have not assigned to any third party any Defendants' Claims relating to, in connection with or arising out of the Action or the Business and that no third party has any rights to any actual or purported Defendants' Claims.

  • In addition, nothing contained in this Agreement shall prohibit Xxxxxxxxxxx or the Xxxxxxxxxxx Board from calling and/or holding a meeting of Xxxxxxxxxxx Shareholders requisitioned by Xxxxxxxxxxx Xxxxxxxxxxxx in accordance with the BCBCA or taking any other action to the extent ordered or otherwise mandated by a Governmental Entity.

  • The Xxxxxxxxxxx Securityholders and the Xxxxxxxxxxx Shareholders shall have each approved the Xxxxxxxxxxx Arrangement Resolutions in accordance with the Interim Order.

  • Except as otherwise expressly provided herein, this Agreement shall bind and be binding upon the Defendants, the Xxxxxxxxxxx Shareholders, the Plaintiffs and the KCI Shareholders, each of their successors, assigns, affiliates and subsidiaries, and each of their respective officers, directors, shareholders, partners, members, employees, representatives, attorneys, advisors and agents, both individually and in corporate capacities as such.

  • Defendants and the Xxxxxxxxxxx Shareholders covenant and agree not to assign any Defendants' Claims to any third party from the Effective Date for so long this Agreement shall remain in effect.

  • APM will, no later than the Business Day prior to the Effective Date, deposit in escrow with the Depositary sufficient APM Shares to satisfy the Share Consideration payable to the Xxxxxxxxxxx Shareholders pursuant to the Plan of Arrangement (other than Xxxxxxxxxxx Shareholders exercising Dissent Rights and who have not withdrawn their notice of objection).

  • By /s/ Euburn X.X. Xxxxx ----------------------------- Euburn X.X. Xxxxx, President INDEX OF SCHEDULES Schedule "A" List of Xxxxxxxx.xxx Shareholders exchanging shares Schedule "B" Form of Subscription Agreement Schedule "C" Bridge financing agreement dated March 24, 2000 Schedule "D" Form of reporting company agreement Schedule "E" Form of warrant certificate Schedule "F" List of Xxxxxxxx.xxx subsidiaries Schedule "G" List of outstanding Xxxxxxxx.xxx options, warrants, etc.

  • Except as otherwise expressly provided herein, this Agreement shall inure to the benefit of the Defendants, the Xxxxxxxxxxx Shareholders, the Plaintiffs, the KCI Shareholders, and each of their successors, assigns, affiliates and subsidiaries, and each of their respective officers, directors, shareholders, partners, members, employees, representatives, attorneys, advisors and agents, both individually and in corporate capacities as such.

Related to Xxxxxxxxxxx Shareholders

  • 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.

  • Initial Shareholders means the Sponsor and any Insider that holds Founder Shares; (v) “Private Placement Warrants” shall mean the 6,000,000 warrants (or 6,600,000 warrants if the over-allotment option is exercised in full) that the Sponsor has agreed to purchase for an aggregate purchase price of $6,000,000 (or $6,600,000 if the over-allotment option is exercised in full), or $1.00 per warrant, in a private placement that shall occur simultaneously with the consummation of the Public Offering; (vi) “Public Shareholders” shall mean the holders of securities issued in the Public Offering; (vii) “Trust Account” shall mean the trust fund into which a portion of the net proceeds of the Public Offering and the sale of the Private Placement Warrants shall be deposited; and (viii) “Transfer” shall mean the (a) sale of, offer to sell, contract or agreement to sell, hypothecate, pledge, grant of any option to purchase or otherwise dispose of or agreement to dispose of, directly or indirectly, or establishment or increase of a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning of Section 16 of the Exchange Act, and the rules and regulations of the Commission promulgated thereunder with respect to, any security, (b) entry into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any security, whether any such transaction is to be settled by delivery of such securities, in cash or otherwise, or (c) public announcement of any intention to effect any transaction specified in clause (a) or (b).

  • Target Shareholders means the holders of Target Shares;

  • Selling Shareholders has the meaning given to such term in the Preamble to this Agreement;

  • Locked-Up Shareholders means the Persons who are party to the Lock-Up Agreements.

  • Major Shareholders Means a person who has an interest or interests in one or more

  • Overseas Shareholders holders of Scheme Shares who are resident in, ordinarily resident in, or citizens of, jurisdictions outside the United Kingdom;

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

  • Principal Shareholders means Xxxx Xxxxxxx, Xxxxx Xxxxxxx, Xxxxxxx Xxxxx, Xxxxx Xxxxxxxxxx, Xxxxxxx Xxxxx and Xxxx Persons.

  • 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.

  • Company Shareholders means holders of Company Shares.

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

  • Selling Shareholder has the meaning set forth in Section 3.04(a).

  • Minority Shareholders means holders of Shares that were not tendered pursuant to the Offer or in the Subsequent Offering Period (as it may be extended by the Minority Exit Offering Period).

  • 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).

  • Founders means all Members immediately prior to the consummation of the IPO.

  • Common Shareholders means the registered and/or beneficial holders of the Common Shares, as the context requires.

  • Ordinary Shareholders means the holders of Ordinary Shares;

  • Preferred Shareholders means the holders of Preferred Shares.

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

  • Beneficial Shareholders means shareholders who do not hold Shares in their own name and “intermediaries” refers to brokers, investment firms, clearing houses and similar entities that own securities on behalf of Beneficial Shareholders.

  • Class A Shareholder means a holder of Class A Shares;

  • Rollover Shareholders means each of Expert Master Holdings Limited, Mr. Longhua Piao and UMW China Ventures (L) Ltd.

  • Principal Shareholder means any corporation, Person or other entity which is the beneficial owner, directly or indirectly, of five percent (5%) or more of the outstanding Shares of all outstanding classes or series and shall include any affiliate or associate, as such terms are defined in clause (ii) below, of a Principal Shareholder. For the purposes of this Section, in addition to the Shares which a corporation, Person or other entity beneficially owns directly, (a) any corporation, Person or other entity shall be deemed to be the beneficial owner of any Shares (i) which it has the right to acquire pursuant to any agreement or upon exercise of conversion rights or warrants, or otherwise (but excluding share options granted by the Trust) or (ii) which are beneficially owned, directly or indirectly (including Shares deemed owned through application of clause (i) above), by any other corporation, Person or entity with which its “affiliate” or “associate” (as defined below) has any agreement, arrangement or understanding for the purpose of acquiring, holding, voting or disposing of Shares, or which is its “affiliate” or “associate” as those terms are defined in Rule 12b-2 of the General Rules and Regulations under the Securities Exchange Act of 1934, and (b) the outstanding Shares shall include Shares deemed owned through application of clauses (i) and (ii) above but shall not include any other Shares which may be issuable pursuant to any agreement, or upon exercise of conversion rights or warrants, or otherwise.

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

  • Principal Stockholders CERTAIN TRANSACTIONS," "DESCRIPTION OF SECURITIES," and "SHARES ELIGIBLE FOR FUTURE SALE" have been reviewed by such counsel, and insofar as they refer to statements of law, descriptions of statutes, licenses, rules or regulations or legal conclusions, are correct in all material respects;