Closing Holder definition

Closing Holder means a Parent Shareholder as of immediately prior to the Closing.
Sample 1

Examples of Closing Holder in a sentence

  • At the Closing, Holder shall deliver to Parent (i) stock certificates evidencing the Rollover Equity, endorsed in blank for transfer or affidavits of loss (together with duly executed stock powers) in each case in form and substance reasonably satisfactory to Parent (ii) the Parent Stockholder Agreement duly executed by Holder in accordance with the JBA, and (iii) an Internal Revenue Service Form W-9.

  • At the Closing, Holder shall deliver the Note to the Company and the Company shall deliver the Conversion Shares and the Interest Shares to Holder.

  • Those faculty receiving an overall unsatisfactory rating will not be eligible for any salary increases unless required by State law but may receive departmental and university support for improvement of performance.C. Relationship to Tenure and Post-Tenure ProcessesTenure-eligible faculty are also required to participate in the tenure processes described in UHAP policy.

  • Following Closing, Holder will have all rights to title to the Company Stock.

  • From a procedural aspect, PC 6 needs to be determined before the RWSS consents are considered.

  • The parties acknowledge and agree that, effective as of and contingent upon the Closing, Holder shall be deemed an “Earnout Participant” for purposes of the Earnout Provisions and, without limiting the foregoing, shall be entitled to the rights, benefits and privileges, and subject to the restrictions and obligations, of (a) an Earnout Participant under the Earnout Provisions and (b) this Agreement.

  • At the Next Financing Closing, Holder shall deliver to the Company or Parent, as applicable, any documentation reasonably required by the Company or Parent, as applicable and, prior to termination of the Merger Agreement, shall deliver to Parent any documentation reasonably required by Parent, including without limitation all financing documents executed by the investors in connection with such Next Financing Closing.

  • At the Call Closing, Holder shall deliver this Warrant to the Company against receipt from the Company of the aggregate Call Price (as defined below) therefor in cash by wire transfer of immediately available funds to Holder’s designated account.

  • Each Company Option that is issued and outstanding as of immediately prior to the First Effective Time and then held by a Pre- Closing Holder who has been actively employed by the Company for at least 730 consecutive days as of the First Effective Time shall accelerate and become fully vested as of the First Effective Time in accordance with the terms of the Company Equity Plan.

  • No such payment shall be made to any Stockholder or Closing Holder until such Stockholder or Closing Holder has submitted his, her or its letter of transmittal in accordance with Section 3.6.

Related to Closing Holder

  • Existing Holder means a Broker-Dealer or any such other Person as may be permitted by the Corporation that is listed as the holder of record of shares of AMPS in the Stock Books.

  • Selling Holder means a Holder who is selling Registrable Securities pursuant to a registration statement.

  • Initiating Holder has the meaning set forth in Section 2.01(a).

  • Selling Holders means, with respect to a specified registration pursuant to this Agreement, Holders whose Registrable Securities are included in such registration.

  • Qualifying Holder shall have the meaning ascribed thereto in Section 12 hereof.

  • Living Holder A Certificate Owner of a Special Retail Certificate other than a Deceased Holder.

  • Participating Holder means any Holder of Registrable Securities that has returned a completed and signed Notice and Questionnaire to the Company in accordance with Section 2(b) hereof.

  • Electing Holder means any holder of Registrable Securities that has returned a completed and signed Notice and Questionnaire to the Company in accordance with Section 3(d)(ii) or 3(d)(iii) hereof.

  • Requesting Holder shall have the meaning given in subsection 2.1.1.

  • Existing Holders shall have the meaning given in the Preamble.

  • Controlling Holder means, as of any date of determination:

  • Takedown Requesting Holder shall have the meaning given in subsection 2.3.3.

  • Initiating Holders means, collectively, Holders who properly initiate a registration request under this Agreement.

  • Key Holder Registrable Securities means (i) the shares of Common Stock held by the Key Holders, and (ii) any Common Stock issued as (or issuable upon the conversion or exercise of any warrant, right, or other security that is issued as) a dividend or other distribution with respect to, or in exchange for or in replacement of such shares.

  • Participating Holders means all Holders of Registrable Securities which are proposed to be included in any offering of Registrable Securities pursuant to Section 2.1 or Section 2.2.

  • Selling Stockholder means any Stockholder owning Registrable Shares included in a Registration Statement.

  • Requesting Holders shall have the meaning given in Section 2.1.5.

  • Designated Holder means the Holder of Note A-1.

  • Selling Stockholders means Purchaser and any other purchaser of Units in the Offering, and their respective successors and assigns.

  • FTR Holder means the PJM Member that has acquired and possesses an FTR.

  • Underwriters’ Representative means the managing underwriter, or, in the case of a co-managed underwriting, the managing underwriter designated as the Underwriters' Representative by the co-managers.

  • Company Underwriter has the meaning set forth in Section 4(a) of this Agreement.

  • Initial Purchaser As defined in the preamble hereto.

  • Demanding Holder shall have the meaning given in subsection 2.1.1.

  • Acting Holders means, at the time of determination, Holders of at least 40% of the outstanding CVRs as set forth on the CVR Register.

  • Underwriter means a securities dealer who purchases any Registrable Securities as principal in an Underwritten Offering and not as part of such dealer’s market-making activities.