Continuing Investor definition

Continuing Investor means an investor who holds an LP Interest;
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Continuing Investor means, as of any time of determination, each Investor that is not a Non-Consenting Investor at such time.
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Continuing Investor means, as of any time of determination, each Investor that is not a Non-Consenting Investor at such time. “Control” shall have the meaning ascribed to such terms in Rule 12b-2 under the Exchange Act.
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Examples of Continuing Investor in a sentence

  • In the event of any conflict between the terms and provisions of this Agreement and those of the Continuing Investor Registration Rights Agreement with respect to or relating to the registration rights provided for herein, the terms and conditions of this Agreement shall control.

  • The Company hereby agrees, subject to the terms and conditions of this Agreement and the 144A Registration Rights Agreement, that the Holders of Continuing Investor Registrable Shares shall have the right to register such Continuing Investor Registrable Shares in the Shelf Registration Statement.

  • Each Holder participating in a registration pursuant to this Section 2 shall bear its proportionate share (based on the total number of Continuing Investor Registrable Shares sold in such registration) of all discounts and commissions payable to underwriters or brokers, all transfer taxes and transfer fees in connection with a registration of Continuing Investor Registrable Shares pursuant to this Agreement and all fees and expenses of counsel to any Holder other than that of Review Counsel.

  • The Company’s obligation to file the Shelf Registration Statement pursuant to the 144A Registration Rights Agreement and to provide the Holders of Continuing Investor Registrable Shares the right to register such Continuing Investor Registrable Shares in the Shelf Registration Statement pursuant to this Agreement shall not be affected by the filing or effectiveness of the IPO Registration Statement.

  • Upon the occurrence of any such suspension, the Company shall use its best efforts to cause the Registration Statement to become effective or to promptly amend or supplement the Registration Statement on a post-effective basis or to take such action as is necessary to make resumed use of the Registration Statement compatible with the Company’s best interests, as applicable, so as to permit the Holders to resume sales of the Continuing Investor Registrable Shares as soon as possible.

  • Except as otherwise required by applicable law: (a) the parties shall report each Exchange consummated hereunder as a taxable sale of Holdings B Shares by a Continuing Investor or an EPA Investor (as applicable) to Parent; and (b) no party shall take a contrary position on any income tax return, amendment thereof or communication with a taxing authority (unless a final “determination” within the meaning of Section 1313(a)(1) of the Code requires a different tax treatment).

  • The Company shall pay all Registration Expenses in connection with the registration of the Continuing Investor Registrable Shares pursuant to this Agreement.

  • Notwithstanding anything to the contrary in this Section 2.3, if any Person joins in the Support Agreement as an additional Rollover Investor, then the Lead Investor shall have the sole power to adjust the aggregate amount of the Equity Commitment, and each Continuing Investor hereby agrees to such adjustment.

  • Notwithstanding the foregoing provisions of this Section 3.03, in no event shall Nestle be entitled to nominate less than three Continuing Investor Directors.

  • Xxxxx Xxxxxxxx (the “Continuing Investor”) and (b) those other Persons listed as stockholders on the signatures pages hereof, which are family trusts or other similar estate planning vehicles or 401(k) retirement plans controlled by and for the benefit of either the Continuing Investor or his spouse, Xxxx Xxxxxxxx (collectively, the “Continuing Investor Estate Vehicles”).


More Definitions of Continuing Investor

Continuing Investor is defined in the preamble to this Agreement.
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Related to Continuing Investor

  • Participating Investor any Participating Account, Participating Insurance Company or Participating Plan, including the Account and the Company.

  • Existing Investors shall have the meaning given in the Preamble hereto.

  • Defaulting Investor means any Investor that has (a) failed to make a payment required to be made by it under the terms of this Agreement within one (1) Business Day of the day such payment is required to be made by such Investor thereunder, (b) notified the Administrative Agent in writing that it does not intend to make any payment required to be made by it under the terms of this Agreement within one (1) Business Day of the day such payment is required to be made by such Investor thereunder or (c) become the subject of an Event of Bankruptcy.

  • Requesting Investor has the meaning set forth in Section 7.5 of the Indenture.

  • Lead Investor means Empery Asset Master, Ltd.

  • Investor is defined in the preamble to this Agreement.

  • Investor Notice means written notice from an Investor notifying the Company and the selling Key Holder that such Investor intends to exercise its Secondary Refusal Right as to a portion of the Transfer Stock with respect to any Proposed Key Holder Transfer.

  • Co-Sale Notice has the meaning set forth in Section 2.4(b).

  • Term SOFR Transition Event means the determination by the Administrative Agent that (a) Term SOFR has been recommended for use by the Relevant Governmental Body, (b) the administration of Term SOFR is administratively feasible for the Administrative Agent and (c) a Benchmark Transition Event or an Early Opt-in Election, as applicable, has previously occurred resulting in a Benchmark Replacement in accordance with Section 2.14 that is not Term SOFR.

  • Co-Investor means any of (a) the assignees, if any, of the equity commitments of any Sponsor who become holders of Equity Interests in the Borrower (or any of the direct or indirect parent companies of the Borrower) on the Original Closing Date in connection with the acquisition of the Company by the Sponsor and (b) the transferees, if any, that acquire, within 90 days of the Original Closing Date, any Equity Interests in the Borrower (or any of the direct or indirect parent companies of the Borrower) held by any Sponsor as of the Original Closing Date.

  • Defaulting Purchaser means, subject to Section 2.11(c), any Purchaser that (a) has failed to (i) fund all or any portion of such Purchaser’s Pro Rata Share of any Payment Amount by the time such amount was required to be funded hereunder unless such Purchaser notifies the Administrative Agent and the Seller Representative in writing that such failure is the result of such Purchaser’s good faith determination that one or more of the conditions precedent to funding (specifically identified in writing and including the particular default if any) has not been satisfied, or (ii) pay to the Administrative Agent or any other Purchaser any other amount required to be paid by it hereunder within two Business Days of the date when such payment is due, (b) has notified the Seller Representative, any Seller, the Administrative Agent, or any Purchaser in writing that it does not intend to comply with its funding obligations hereunder, or has made a public statement to the effect that it does not intend to comply with any of its funding obligations under this Agreement (unless such writing or public statement indicates that such position is based on such Purchaser’s good faith determination that a condition precedent to funding (specifically identified and including the particular default, if any) cannot be satisfied) or generally under other agreements in which it commits to extend credit, (c) has failed, within three Business Days after written request by the Administrative Agent or the Seller Representative, to confirm in writing to the Administrative Agent and the Seller Representative that it will comply with its prospective funding obligations hereunder (provided that such Purchaser shall cease to be a Defaulting Purchaser pursuant to this clause (c) upon receipt of such written confirmation by the Administrative Agent and the Seller Representative) or (d) has, or has a direct or indirect parent company that has, (i) become the subject of an Insolvency Event; provided that a Purchaser shall not be a Defaulting Purchaser solely by virtue of the ownership or acquisition of any equity interest in that Purchaser or any direct or indirect parent company thereof by a Governmental Authority so long as such ownership interest does not result in or provide such Purchaser with immunity from the jurisdiction of courts within the United States or from the enforcement of judgments or writs of attachment on its assets or permit such Purchaser (or such Governmental Authority) to reject, repudiate, disavow or disaffirm any contracts or agreements made with such Purchaser. Any determination by the Administrative Agent that a Purchaser is a Defaulting Purchaser under any one or more of clauses (a) through (d) above shall be conclusive and binding absent manifest error, and such Purchaser shall be deemed to be a Defaulting Purchaser (subject to Section 2.11(c)) upon delivery of written notice of such determination to the Seller Representative and each Purchaser.

  • Subsequent Financing Notice shall have the meaning ascribed to such term in Section 4.12(b).

  • Transferring Stockholder has the meaning assigned to such term in Section 3.4(a).

  • Qualifying investment means a capital investment in real property including the purchase price of land and existing buildings and structures, site preparation, improvements to the real property, building construction, and long-term lease costs. “Qualifying investment” also means a capital investment in depreciable assets.

  • Commitment Transfer Supplement means a document in the form of Exhibit 15.3 hereto, properly completed and otherwise in form and substance satisfactory to Agent by which the Purchasing Lender purchases and assumes a portion of the obligation of Lenders to make Advances under this Agreement.

  • Anchor Investor means a Qualified Institutional Buyer, applying under the Anchor Investor Portion in accordance with the requirements specified in the SEBI ICDR Regulations and the Red Xxxxxxx Prospectus and who has Bid for an amount of at least ₹100 million.

  • Existing Stockholders means the stockholders of the Corporation immediately prior to the IPO as listed on Schedule A (including the Existing Stockholders Representative in its capacity as an Existing Stockholder) together with any Permitted Assignees.

  • Sale Notice has the meaning set forth in Section 9.18(b).

  • Investor Group means the Sponsor and its affiliates, successors and assigns.

  • Prospective Purchaser shall have the meaning set forth herein in Section 2.2(a).

  • Series B Holder means a Record Holder of the Series B Preferred Units.

  • Key Holders means the persons named on Schedule B hereto, each person to whom the rights of a Key Holder are assigned pursuant to Section 3.1, each person who hereafter becomes a signatory to this Agreement pursuant to Section 6.8 or 6.17 and any one of them, as the context may require.

  • Qualified buyer means an applicant who meets the criteria in section 4.

  • Preferred Holder means, with respect to a series of Preferred Units, a Record Holder of such series of Preferred Units.

  • Exempt Investor means any of the following Irish Residents: (i) the Administrator, for so