Management Securities Sample Clauses
Management Securities. In addition to the legends required by Section 1.2(a) above, the following legend shall appear on certificates representing Management Securities (as defined in Section 4.1 hereof); provided, however, that the Company’s failure to cause certificates representing Management Securities to bear such legend shall not affect the Company’s Purchase Option described in Section 4.3: THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE ALSO SUBJECT TO A PURCHASE OPTION OF THE COMPANY APPLICABLE TO “MANAGEMENT SECURITIES” AS DESCRIBED IN THE SECURITIES HOLDERS AGREEMENT, A COPY OF WHICH AGREEMENT IS ON FILE AT THE PRINCIPAL OFFICE OF THE COMPANY.
Management Securities. Management Securities shall mean (a) the shares of Series A Preferred Stock, Class A Common Stock and Class B Common Stock issued to the Managers or their Family Members pursuant to the Contribution Agreement, (b) the shares of Class B Common Stock held by or issued to the Managers from time to time in accordance with the Management Stock Purchase Agreements and upon exercise of Stock Options issued to the Managers from time to time in compliance with the terms hereof, (c) all other shares of the Company's capital stock purchased by or issued from time to time to any of the Managers, (d) all shares of the Company's capital stock issued or issuable upon conversion of such shares, and (e) all shares of the Company's capital stock issued with respect to such shares by way of stock dividend or stock split or in connection with any merger, consolidation, recapitalization or other reorganization affecting the Company's capital stock. Management Securities will continue to be Management Securities in the hands of any holder and each transferee thereof will succeed to the rights and obligations of a holder of Management Securities hereunder, provided that shares of Management Securities will cease to be Management Securities when transferred (i) to the Company, (ii) to a Sponsor Stockholder, (iii) to a Mezzanine Stockholder, (iv) to an Other Stockholder or (v) pursuant to a Public Sale. Management Stockholders. Management Stockholders shall mean (a) each of the Managers, (b) each of the Family Members of the Managers who receive Management Securities pursuant to the Contribution Agreement, and (c) any other Person to whom Management Securities are transferred, in each case, for so long as such Person holds any Management Securities.
Management Securities. Management Securities shall mean (a) the Series A Preferred Stock and Common Stock issued to the Management Investors pursuant to the Stock Purchase Agreement, (b) the Investor Warrants issued to the Management Investors pursuant to the Stock Purchase Agreement, (c) the shares of Common Stock issuable upon exercise of such Investor Warrants, (d) the shares of Class B Common Stock issued to the Managers pursuant to the Stock Purchase Agreement, (e) the shares of Preferred Stock and Common Stock held by or issued to the Managers from time to time in accordance with the Management Purchase Agreements and upon exercise of Stock Options issued to the Managers pursuant to the Stock Option Agreements from time to time in compliance with the terms hereof, (f) all other Company Equity Securities purchased by, issued to or otherwise acquired by any of the Managers from time to time, (g) all shares of the Company's capital stock issued or issuable upon conversion or exercise of such securities, and (h) all shares of the Company's capital stock issued with respect to such shares by way of stock dividend or stock split or in connection with any merger, consolidation, recapitalization or other reorganization affecting the Company's capital stock. Management Securities will continue to be Management Securities in the hands of any holder and each transferee thereof will succeed to the rights and obligations of a holder of Management Securities hereunder, provided that shares of Management Securities will cease to be Management Securities when transferred (i) to the Company, (ii) to an FFL Stockholder, (iii) to an Other Stockholder or (iv) pursuant to a Public Sale. Management Stockholders. Management Stockholders shall mean each of the Managers for so long as such Person holds Management Securities and any other Person to whom Management Securities are transferred for so long as such Person holds any Management Securities. Managers. See Preamble.
Management Securities. Concurrently herewith, each of the Initial Stockholders is entering into a subscription agreement (the "Management Subscription Agreements") with the Company in the form annexed as Exhibit 10.8 to the Registration Statement, whereby each of the Initial Stockholders is purchasing his respective portion of the Management Securities and is waiving his right to receive distributions upon any liquidation of the Company prior to a Business Combination.
Management Securities. Management Securities shall mean (a) the shares of Common Stock and Preferred Stock purchased by ▇▇▇▇▇ ▇▇▇▇▇▇▇ pursuant to the Management Purchase Agreement, (b) the shares of Common Stock and Preferred Stock sold to the Managers pursuant to the exercise of the option under the Management Option Agreement, (c) the shares of Common Stock issued or issuable upon exercise of options granted by the Company to the Managers, (d) all other shares of the Company's capital stock purchased by or issued from time to time to the Managers and (e) all shares of the Company's capital stock issued with respect to such shares by way of stock dividend or stock split or in connection with any merger, consolidation, recapitalization or other reorganization affecting the Company's capital stock. Management Securities will continue to be Management Securities in the hands of any holder and each transferee thereof will succeed to the rights and obligations of a holder of Management Securities hereunder, provided that shares of Management Securities will cease to be Management Securities when transferred (i) to the Company, or (ii) pursuant to a Public Sale. Management Stockholder. Management Stockholder shall mean each Manager for so long as such Manager holds Management Securities and any other Person to whom Management Securities are transferred in accordance with the provisions hereof for so long as such Person holds any Management Securities. Manager. See preamble.
Management Securities. Management Securities means (a) all shares of Common Stock issued to participants in the Management Stock Plan or the Old Option Plan and (b) all shares of the Company's capital stock issued with respect to such shares by way of stock dividend or stock split or in connection with any merger, consolidation, recapitalization or other reorganization affecting the Company's capital stock. Management Securities will continue to be Management Securities in the hands of any holder and each transferee thereof will succeed to the rights and obligations of a holder of Management Securities hereunder, provided that shares of Management Securities will cease to be Management Securities when transferred (i) to the Company (unless such shares are reissued pursuant to the Management Stock Plan), (ii) pursuant to a Public Sale or (iii) to a holder of Other Securities or Lender Securities. MANAGEMENT STOCK PLAN. Management Stock Plan has the meaning set forth in the Lender Subscription Agreement.
