Applicable Stockholder definition

Applicable Stockholder shall have the meaning set forth in Section 3.2(a).
Applicable Stockholder means a Stockholder holding Applicable Shares.
Applicable Stockholder means each of RDA and Domain, and each of their respective successors, by way of merger, consolidation or sale of all or substantially all its assets, and all corporations, partnerships, joint ventures, associations and other entities (each a "Subsidiary Entity") in which such Person owns, directly or indirectly, fifty percent (50%) or more of the outstanding voting stock, voting power or similar voting interests ("Voting "Interest"), but shall not include the Company or any Subsidiary Entity in which the Company beneficially owns, directly or indirectly, fifty percent (50%) or more of the outstanding Voting Interest.

Examples of Applicable Stockholder in a sentence

  • The Board of Directors shall recommend that the Company's stockholders vote in favor of the Applicable Stockholder Approval.

  • Following clearance by the Commission of the Proxy Statement, the Company shall promptly distribute the Proxy Statement to its stockholders and call and arrange for a special meeting of stockholders and take such other actions as are required or necessary in order to obtain the Applicable Stockholder Approval as promptly as practicable.

  • The Company’s obligations are also subject to the Investor and each other Applicable Stockholder of the Company electing to include shares of Common Stock in such registration statement promptly executing any representation letter concerning compliance with Regulation M under the Exchange Act.

  • The obligations of the Company to the GAP Purchasers under this Agreement are subject to the fulfillment by the GAP Purchasers or waiver by the Company, on or before the date that is 150 days after the Closing Date, of the following condition: The Company shall have received either (i) written confirmation from Nasdaq that Stockholder Approval of the issuance of the GAP Purchasers Shares is not required under the applicable Nasdaq rules and regulations or (ii) Applicable Stockholder Approval.

  • The Purchasers agree that if it is necessary for the Company to seek Applicable Stockholder Approval, each of the Purchasers will vote any shares beneficially owned by such entities in "favor" of the proposal.

  • At the Acceptance Time, the Company will terminate or waive (to the extent not already waived hereunder and within the Company’s ability to waive) any Company Stockholder Restrictions with respect to any Shares and terminate (to the extent any separate action is required) the Applicable Stockholder Agreements.

  • Holder hereby agrees to be bound by the terms of, and shall be entitled to the benefits of: (i) The Stockholders’ Agreement and Holder shall be treated as an Applicable Stockholder thereunder; and (ii) the Investors’ Rights Agreement, and Holder shall be treated as an Investor thereunder.

  • The cash portion of the Consideration shall be wired to the respective accounts of the two Stockholders, in the Applicable Stockholder Percentage set forth on Exhibit B hereto, on the Closing Date, and within four (4) business days thereafter the Consideration Shares shall be delivered to the two Stockholders, in the Applicable Stockholder Percentage set forth on Exhibit B hereto.

  • If an Applicable Stockholder (the “Selling Stockholder”) proposes to sell or transfer any shares of the Stock held by the Selling Stockholder as of the date of this Agreement, the Selling Stockholder shall promptly give written notice (the “Notice”) to the other Applicable Stockholders at least thirty (30) days prior to the closing of such sale or transfer.

  • Fax No.: (▇▇▇) ▇▇▇-▇▇▇▇ To the Applicable Stockholders: At the address on the Corporation's records for the Applicable Stockholder A party may change or supplement the addresses given above, or designate additional addresses, for purposes of this Section 8(e) by giving the other party written notice of the new address in the manner set forth above.


More Definitions of Applicable Stockholder

Applicable Stockholder means either (x) an Other Stockholder, if the Transferring Stockholder is an Other Stockholder or a Permitted Transferee thereof, or (y) the CHP Group, if the Transferring Stockholder is the CHP Group or a Permitted Transferee thereof (excluding a Permitted Transfer
Applicable Stockholder means either (x) an Other Stockholder, if the Transferring Stockholder is an Other Stockholder or a Permitted Transferee thereof, or (y) the CHP Group, if the Transferring Stockholder is the CHP Group or a Permitted Transferee thereof (excluding a Permitted Transfer under Sections 5(a) and 5(b)); and (B) “Applicable Terms and Conditions” shall mean (x) with respect to a single transaction, the same terms and conditions as those received by the Transferring Stockholder or the Transferring 25% Stockholder in such transaction, (y) with respect to a series of related transactions, the best of the terms and conditions (as determined by the Board of Directors of the Company, in their sole and reasonable discretion) received by the Transferring Stockholder or the Transferring 25% Stockholder in such transactions or (z) with respect to a series of unrelated transactions, the terms and conditions of the latest applicable transaction received by the Transferring Stockholder or the Transferring 25% Stockholder in such transaction.

Related to Applicable Stockholder

  • Common Stockholder means the employee of, consultant to, or director of the Company or other person to whom shares of Common Stock are issued pursuant to this Plan.

  • Eligible Stockholder means a person who has either (1) been a record holder of the shares of common stock of the Corporation used to satisfy the eligibility requirements in Section 3.2(d) continuously for the required three-year period or (2) provides to the Secretary of the Corporation, within the time period referred to in Section 3.2(e), evidence of continuous Ownership of such shares for such three-year period from one or more securities intermediaries.

  • 10% Stockholder means the owner of stock (as determined under Code Section 424(d)) possessing more than 10% of the total combined voting power of all classes of stock of the Corporation (or any Parent or Subsidiary).

  • 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.

  • Transferring Stockholder has the meaning set forth in Section 4.04(a).