Closing Date Shareholders definition

Closing Date Shareholders means those Persons certified to Agent by Guarantor on the Closing Date as being the record owners of all issued and outstanding shares of stock of Guarantor.
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Closing Date Shareholders means each non-employee shareholder of the Company as of the Closing Date (immediately after giving effect to the Closing).
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Closing Date Shareholders shall have the meaning ascribed to such term in Section 10.9(i).
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Examples of Closing Date Shareholders in a sentence

  • The PXO will take the lead on training ship personnel for emergency drills before commissioning.

  • For the avoidance of doubt, Payments made hereunder shall be made to the Parent Closing Date Shareholders notwithstanding any transfer of Parent shares held thereby subsequent to the Effective Time.

  • After the Acceptance Closing Date, Shareholders that have tendered Shares to the Offer will not be able to withdraw any such tendered Shares.

  • From the date hereof until the Closing Date, Shareholders will exercise their best efforts not to cause or permit the Company to engage in any practice, take any action, embark on any course of inaction, or enter into any transaction outside the ordinary course of business.

  • Prior to such Payment, Parent shall provide MTI (or such other persons as MTI designates to represent the interests of the Parent Closing Date Shareholders) (the "SHAREHOLDER REPRESENTATIVE") the calculation of the proposed Payment as calculated under the preceding sentence.

  • If the Shareholder Representative and the Special Committee reach such an agreement, such agreement shall be confirmed in writing and thereafter the Net Distributable Amount, as adjusted based on such agreement, shall be distributed to the Payment Agent for the benefit of the Parent Closing Date Shareholders, which payment shall thereafter be conclusively deemed to have been distributed in accordance with this Agreement.

  • With respect to any such Tax Return for a taxable period that begins prior to the Closing Date, Shareholders shall pay to Parent at least two days prior to the due date therefor, the portion of the Tax due with respect to such Tax Return that constitutes a Parent Indemnified Tax.

  • On the Escrow Release Date, an amount equal to the Escrow Funds, less the amount of any Escrow Liabilities remaining outstanding on that date ("NET DISTRIBUTABLE AMOUNT"), which amount shall be approved by a committee of directors of Parent who were not directors or officers of Parent immediately prior to the Effective Time (the "SPECIAL COMMITTEE"), shall be distributed as a Payment to the Payment Agent for the benefit of the Parent Closing Date Shareholders.

  • Parent Closing Date Shareholders shall be deemed to be intended third party beneficiaries of this Section 1.12.

  • The Accounting Expert's resolution of the matters in dispute, including any adjustments to the Net Distributable Amount made by the Accounting Expert, shall be final and binding on Parent, the Shareholder Representative and the Parent Closing Date Shareholders and the Net Distributable Amount (as adjusted by such Accounting Expert) shall be distributed to the Payment Agent for the benefit of the Parent Closing Date Shareholders.


More Definitions of Closing Date Shareholders

Closing Date Shareholders means the shareholders of the Company on the Closing Date.
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Related to Closing Date Shareholders

  • First Closing has the meaning set forth in Section 2.1(a).

  • First Closing Date shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

  • Amendment Closing Date means the first date that all the conditions precedent set forth in this Amendment are satisfied or waived in accordance herewith.

  • Target Closing Date means three (3) Business Days following receipt of the Approval and Vesting Order, or such other date as the Parties may agree.

  • First Amendment Closing Date has the meaning assigned to such term in the First Amendment.

  • Second Closing Date means the date of the Second Closing.

  • Second Closing has the meaning set forth in Section 2.2.

  • Closing Date Acquisition shall have the meaning assigned to such term in the recitals hereto.

  • Initial Closing shall have the meaning ascribed to such term in Section 2.1.

  • Second Amendment Closing Date has the meaning assigned to such term in the Second Amendment.

  • Initial Closing Date shall have the meaning assigned to such term in Section 1.2 hereof.

  • Third Amendment Closing Date has the meaning assigned to such term in the Third Amendment.

  • Additional Closing has the meaning set forth in Section 2.3.

  • Third Closing Date has the meaning set forth in Section 2.2(c).

  • Subsequent Closing shall have the meaning ascribed to such term in Section 2.4.

  • Acquisition Closing Date means the date on which the Acquisition is consummated.

  • Subsequent Closing Date means, with respect to each Subsequent Closing, the date on which such Subsequent Closing is deemed to have occurred.

  • Series Closing Date means the date designated as such in the Series Term Sheet.

  • Buyer Closing Certificate has the meaning set forth in Section 7.03(d).

  • Additional Closing Date has the meaning set forth in Section 3.

  • Fourth Amendment Closing Date the date on which all the conditions precedent set forth in Section 3 of the Fourth Amendment shall be satisfied or waived.

  • Final Closing Date shall have the meaning specified in Section 7.2(a) hereof.

  • Pre-Closing Tax Return has the meaning set forth in Section 7.1(a).

  • Seller's Closing Certificate means the certificate of Seller in the form of Exhibit C attached hereto.

  • Seller Closing Certificate has the meaning set forth in Section 7.02(d).

  • Third Closing shall have the meaning ascribed to such term in Section 2.1(c).