Equity Holdings. It does not own more than 2% of the capital stock or other equity securities (including securities convertible or exchangeable into such securities) of or more than 2% of the aggregate profit participations in any entity other than a Subsidiary.
Equity Holdings. Except for their interests in the Company, and except as indicated in Exhibit 9.16 to this Agreement, none of the Sellers or the Shareholders owns any interest in any business, partnership, corporation, firm, joint venture or enterprise which is in competition with the Company or with a supplier or customer of the FAST Operating Entities. As used herein, an interest shall mean the direct or indirect ownership by any Seller or Shareholder, or a member of his or her family to the second degree (as defined in Article 74 et seq., Italian Civil Code, i.e., in the direct line as many degrees are computed as there are generations, excluding the common ancestor, and in the collateral line, degrees are computed by generations, moving up from one of the relatives to the common ancestor and down from the latter to other relative, always excluding the common ancestor), or collectively, of any class of equity securities.
Equity Holdings. Employee received 1,250,000 number of Series B-2 Units (the “B-2 Units”) at a $1.10 threshold value pursuant to the Amended and Restated Limited Liability Company Agreement dated April 1, 2011 (as amended from time to time, the “LLC Agreement”) and the Series B Unit Agreement by and between Holdings and Employee dated December 19, 2012 (the “B-2 Agreement”). Employee also received 250,000 number of Series B-5 Units (the “B-5 Units”) at a $1.40 threshold value pursuant to the LLC Agreement and the Series B Unit Agreement by and between Holdings and Employee dated November 13, 2014 (the “B-5 Agreement”). Employee will receive, subject to Section 12 below, vesting of any Time-Based Units that would have vested on April 1, 2016. Pursuant to the foregoing and the terms and conditions of Section 4 of the B-2 Agreement, only 40%, or 500,000 number of Employee’s B-2 Units are currently vested (“Vested B-2 Units”). Employee’s remaining 750,000 number of B-2 Units are unvested. Of the unvested B-2 Units, 625,000 number are Performance-Based Units (“Unvested Performance-Based B-2 Units”) and 125,000 number are Time-Based Units (“Unvested Time-Based B-2 Units”). Pursuant to acceleration of the April 1, 2016 vesting and the terms and conditions of Section 4 of the B-5 Agreement, only 20%, or 50,000 number of Employee’s B-2 Units are currently vested (“Vested B-5 Units”). Employee’s remaining 200,000 number of B-5 Units are unvested. Of the unvested B-5 Units, 125,000 number are Performance-Based Units (“Unvested Performance-Based B-5 Units”) and 75,000 number are Time-Based Units (“Unvested Time-Based B-5 Units”).
Equity Holdings. Schedule 4.2 sets forth a complete and accurate statement of the Company’s equity holdings, including the total number of shares of stock the Company is authorized to issue, the name and address of each Shareholder, and the number of shares of stock held by each Shareholder.
Equity Holdings. Employee acknowledges and agrees that Employee has the right to acquire only those shares that have vested and are exercisable as of the Separation Date, as shown in Employee's personal account on www.Scxxxx.xxx. Xxxept as set forth in Employee's Schwab account, Employee does not have any right to receive or acquire any other security, derivative security or equity of the Company or any Releasee. Employee acknowledges and agrees that Employee must exercise any vested options within 3 months of the Separation Date.
Equity Holdings. Except as otherwise disclosed in other provisions or Schedules of this Agreement, the Company does not own and has not owned in the past 5 years, directly or indirectly (including through the Subsidiaries), any interest or investment in any corporation, partnership, joint venture, associations or consortium or other entity other than the Subsidiaries. The purchase price for the interest of Robuschi in Gieffe System acquired by Robuschi in 2008 has been paid in full and neither Robuschi nor any of the Subsidiaries will incur in any additional debt or obligation in such respect.
Equity Holdings. (a) Outstanding options. As of the Effective Date, Director holds options to purchase 100,000 shares of Common Stock of the Company. Such options shall vest immediately and will expire on April 25, 2013. The remaining terms of the options will remain the same, including the exercise price.
Equity Holdings. Each Signatory Stockholder hereby (a) acknowledges, represents, warrants and agrees that the shares of Company Capital Stock indicated on the signature page hereto, together with any Company Stock Options, Company Warrants, and convertible promissory notes owned by such Signatory Stockholder, constitute all of the equity interests in the Company that such Signatory Stockholder owns and (b) covenants and agrees, for the benefit of Parent, that he, she or it will not transfer any shares of Company Capital Stock, Company Warrants, Company Stock Options and convertible promissory notes owned by such Signatory Stockholder prior to the effective time of the Merger.
Equity Holdings
