Certain Stockholders definition
Examples of Certain Stockholders in a sentence
Simultaneously with the execution and delivery of this Agreement, Parent and Purchaser, on the one hand, and each member of the Board of Directors of the Company and certain members of management on the other hand ("Certain Stockholders"), are entering into an agreement (the "Stockholders Agreement") pursuant to which Certain Stockholders have agreed to take specified actions in furtherance of the transactions contemplated by this Agreement.
Certain Stockholders are not subject to these backup withholding and reporting requirements.
Conditions to Obligation of Certain Stockholders...............................
Certain Stockholders of the Company have invested in the equity of the Company an amount of $200,000, immediately prior to the Closing, and that the Company shares issued to them in respect of such investment are described on Schedule C.
Purchaser Parties and Certain Stockholders agree not to make negative or disparaging statements or communications or otherwise disparage Company Parties, direct or indirect equityholders, businesses, services, products, technologies, legal compliance requirements, officers, directors, managers, employees, shareholders, members, or agents.
This means that we will generally apply payments in excess of the Minimum Payment Due to older transactions first.
As of the Closing, the Company and the Certain Stockholders shall have performed and complied with, in all material respects, all covenants and agreements, and satisfied in all material respects, all conditions required to be performed and complied with by any of them at or before such time by this Agreement.
Certain Stockholders that are individuals, estates or trusts will be subject to an additional 3.8% tax on all or a portion of their “net investment income,” which may include all or a portion of their gain recognized in connection with the receipt of cash pursuant to the Offer or the Merger.
Certain Stockholders and Optionholders have entered into an engagement agreement (the “Representative Engagement Agreement”) with the Representative to provide direction to the Representative in connection with its services under this Agreement, the Adjustment Escrow Agreement and the Representative Engagement Agreement (such Stockholders and Optionholders, including their individual representatives, collectively hereinafter referred to as the “Advisory Group”).
Certain Stockholders (including, among others, all corporations and certain foreign individuals) are not subject to these backup withholding and reporting requirements.