The Holders Sample Clauses

The Holders. The provisions of Article VIII of the Base Indenture are deleted in their entirety;
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The Holders. (i) shall sell Notes to the Final Dealer or Final Dealers in a principal amount which shall be not less than $25,000,000 nor more than $50,000,000 at a price equal to 100% plus the Premium; and
The Holders. Section 901.
The Holders. Other than Lock-Up Shares held directly or indirectly by the MJ Holders or their Permitted Transferees (including holding as a custodian) or with respect to which any XX Xxxxxx has beneficial ownership within the rules and regulations of the SEC, the terms of which shall be governed by Section 2.1(b), each of the Holders agrees that, (i) during the period beginning from the date of this Agreement and continuing to and including the date that is six (6) months after the date of this Agreement (the “Initial Lock-Up Period”), no such Holder will Dispose of any Lock-Up Shares owned directly or indirectly by such Holder (including holding as a custodian) or with respect to which such Holder has beneficial ownership within the rules and regulations of the SEC, and (ii) beginning on the date immediately following the Initial Lock-Up Period, and on each subsequent one (1) month anniversary of such date (each, a “Release Month”), excluding any MJ Release Month, restrictions on Disposition of Lock-Up Shares (and the Lock- Up Period shall expire with respect to) for each Holder shall cease with respect to an additional number of Lock-Up Shares equal to the lesser of (x) such Holder’s Pro Rata Portion of an aggregate of 4,100,000 Lock-Up Shares and (y) one-twelfth (1/12th) of the aggregate number Lock-Up Shares owned, directly or indirectly, by such Holder (including holding as a custodian) or with respect to which such Holder has beneficial ownership within the rules and regulations of the SEC, as of the Closing (assuming full release of the Indemnification Escrow Amount and the payments contemplated by Section 1.4(c) of the Purchase Agreement as of the Closing), in each case subject to applicable securities laws, or, in each case, the total number of Lock-Up Shares that remain subject to the Lock-Up Period at such time (if lower); provided, that Lock-Up Shares that are not deposited in escrow at the time of any such expiration of the Lock-Up period shall be released first in any such Release Month until the restrictions on all such non-escrowed Lock-Up Shares have been released; provided, further, that the termination of the restrictions on Disposition on each Release Month set forth in this Section 2.1(a)(ii) shall not occur on any MJ Release Month. As used in this Section 2.1, “MJ Release Month” means any month during which any XX Xxxxxx becomes entitled to Dispose of any Lock-Up Shares pursuant to Section 2.1(b) on or prior to the eighteen (18) month anniversary ...
The Holders. Section 8.01 Action by Holders. 44 Section 8.02 Proof of Execution by Holders. 44 Section 8.03 Absolute Owners. 44 Section 8.04 Issuer-owned Notes Disregarded. 44 Section 8.05 Revocation of Consents; Future Holders Bound. 45
The Holders. THE SHAAR FUND, LTD. By: SS&C Fund Services N.V. By: Name: Title: Xxxxxx X. Xxxxxxxxx Exhibit A Form of Secured Notes Exhibit B Form of New Shaar Warrant Schedule I Holder Original Principal Amount The Shaar Fund, Ltd. $ 3,157,759 Xxxxxx X. Xxxxxxxxx $ 350,804
The Holders. 5 SECTION 2.1. Lists of Holders of Securities......................... 5 SECTION 2.2. Events of Default; Waiver.............................. 5 SECTION 2.3. Event of Default; Notice............................... 5 ARTICLE III............................................................... 6 POWERS, DUTIES AND RIGHTS OF PREFERRED GUARANTEE TRUSTEE.................. 6 SECTION 3.1. Powers and Duties of the Preferred Guarantee Trustee... 6 SECTION 3.2. Certain Rights of Preferred Guarantee Trustee.......... 8 SECTION 3.3. Not Responsible for Recitals or Issuance of Guarantee.. 10 ARTICLE IV................................................................ 11
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The Holders. Xxxxxx X. Xxxxxxxx 000 Xxxxxxxxx Xxxxx Hillsborough, CA 94010-6740 ----------------------------------------- Delaware Charter Guaranty & Trust Co. (Custodian for Xxxxxx X. Xxxxxxxx Money Purchase Pension Plan) x/x Xxxxxxxxx & Xxxxx LLC Xxx Xxxx Xxxxxx San Francisco, CA 94104 ----------------------------------------- L. S. & Co. 000 Xxxxxxx Xxxxxx Palo Alto, CA 94301 ----------------------------------------- Xxxxxxx X. XxXxxxxx 00000 Xxxxx Xxxxx Xxxx, XX 00000 ----------------------------------------- Xxxxxx X. Case 000 Xxxxxx Xxxxxx Xxx Xxxxxxxxx, XX 00000 ----------------------------------------- Xxxxxx Xxxxxxx Case, III 000 Xxxxxx Xxxxxx Xxx Xxxxxxxxx, XX 00000 ----------------------------------------- Xxxxxxxxx & Xxxxx Guaranty Finance, LLC Xxx Xxxx Xxxxxx San Francisco, CA 94104 ----------------------------------------- Alps Investments, LLC X.X. Xxx 0000 XxXxxx, XX 00000 ----------------------------------------- Xxxxxx X. Xxxx 00 Xx. Xxxxxx Xxx Tiburon, CA 94920 ----------------------------------------- Xxxx X. Xxxxxxx and Xxxxx X. Xxxxxxx, Trustees Xxxxxxx Family Living Trust UAD 1/1/87 000 Xxxxx Xxxx Xxxxxxxx, CA 94027 ----------------------------------------- Xxxxxx Partners c/o Xxxxxxxx Xxxxxx, General Partner 0000 Xxxxxxxx Xxxxx Beverly Hills, CA 90210 ----------------------------------------- Xxxxxxxx X. Xxxxx - Xxxx XXX 00 Xxxxxxxx Xxxxx Xxxxxxxxx, XX 00000 THE HOLDERS ----------------------------------------- Xxxx Xxxxxxx and Xxxxxx Hordes, Trustees Xxxx Xxxxxxx Retained Annuity Trust UAD 8/31/94 00 Xxxxxx Xxxxx Xxxxxxxx, XX 00000 ----------------------------------------- Xxxx X. Ain 000 Xxxxxxx Xxxxxx Xxxxx Xxxxxxx, XX 00000-0000 ----------------------------------------- Xxxx Xxxxxx and Xxxxxx Xxxxxx Tenants in Common 000 Xxxxxx Xxxx Austin, TX 78746 ----------------------------------------- Xxxxx X. Xxxxxx and June X. Xxxxxx, Trustees, FBO Xxxxx X. Xxxxxx and June X. Xxxxxx Trust UAD 7/20/77 000 Xxxxxxx Xxxx Portola Valley, CA 94028 ----------------------------------------- Xxxxxxx X. Xxxxxxx and Xxxxx Valierote, Trustees Goldman-Valierote Family Trust UAC 11/15/95 000 Xxxxxxxx Xxxxxx Xxxxxxx Xxxx, XX 00000 ----------------------------------------- Xxxxxx X. Gold 0000 X. Xxxxxxxx Boulevard Tulsa, OK 74114 ----------------------------------------- EIC/GDP Investors, LLC Entrepreneurial Corp. 0000 Xxxxxxx Xxxxx, Xxxxx 000 Xxxxxxx Xxxxx, XX 00000 ----------------------------------------- Xxxxx and Xxxxxxxxx Xxxxxxxxx Living Trust UTD 11/14/96 x...
The Holders. By requesting Shares to be covered by any registration statement in accordance with this Article VI, each such holder agrees to indemnify and hold harmless the Company, each of its directors, each of its officers who have signed the registration statement, and each person, if any, who Controls the Company within the meaning of the Acts, and each underwriter who participated in the offering of such securities against any losses, claims, damages or liabilities (or actions in respect thereto) to which the Company or any such director, officer or Controlling Person or underwriter may become subject, under the Acts, or otherwise, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon any untrue statement of any material fact contained in such registration statement or prospectus contained therein, or any amendment or supplement thereto, or arise out of or are based upon the omission or the alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein in light of the circumstance under which they were made not misleading, in each case to the extent, but only to the extent, that such untrue statement or alleged untrue statement or omission or alleged omission was made in such registration statement, or prospectus, or amendment or supplement in reliance upon and in conformity with written information furnished to the Company by the holder specifically for use in the preparation thereof.
The Holders. The Holders shall indemnify, save and hold harmless the Purchaser and the Parent and their respective Affiliates and Representatives from and against any and all Damages arising from (A) any breach of any representation or warranty or the inaccuracy of any representation made by the Company in or pursuant to the Transaction Documents (including without limitation any a breach or inaccuracy of any representation or warranty relating to CERCLA, any equivalent state statute or any other Environmental Law); and (B) any breach of any covenant or agreement made by the Company in or pursuant to the Transaction Documents; provided, however, that the Parent and the Purchaser shall not be entitled to assert a claim on account of the indemnity contained in clauses (i) and (ii) of this paragraph unless and until the aggregate amount of Damages with respect to all claims asserted under such clauses (i) and (ii) exceeds the Indemnity Basket (in which case the Holders shall be liable to the Parent and the Purchaser for Damages in excess of the Indemnity Basket that have accrued). Notwithstanding the foregoing provisions of this Section 9.2(a)(i), in no instance shall the Holders be liable for payments pursuant to Section 3.2, Damages on account of the indemnity contained in this Section 9.2(a)(i) and for payments pursuant to the letter agreement among the parties dated as of the date of this Agreement in the aggregate in excess of the Escrowed Funds. The parties hereby acknowledge and agree that the Escrowed Funds constitutes the sole remedy, at law or in equity, that the Parent or the Purchaser may have against the Holders pursuant to Sections 3.2, 9.2(a)(i) and pursuant to the letter agreement among the parties dated as of the date of this Agreement.
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