Electing Stockholder definition

Electing Stockholder means, depending upon the context used, a Retaining Stockholder who has delivered an Election Notice pursuant to Section 2.04(a) hereof or a Retaining Stockholder who has sold its Shares to a Prospective Purchaser pursuant to Section 2.04(b) hereof.
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Electing Stockholder as defined in Section 6(a).
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Electing Stockholder means any Eligible Stockholder who makes a Stock Election in accordance with the provisions of Section 3.3(a).
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Examples of Electing Stockholder in a sentence

  • A Company Stockholder shall not have any rights as a unitholder of Parent with respect to any Parent Common Units until the consummation of the Parent Common Units Exchange, and upon such exchange such Parent Common Units Electing Stockholder shall be deemed to have held such Parent Common Units as of the Merger Effective Time (and, for the avoidance of doubt, shall be entitled to any dividends declared at or after the Merger Effective Time with respect to such Parent Common Units).

  • Each Electing Stockholder shall be entitled to receive the same form and amount of consideration per share of Common Stock elected to be sold in the contemplated Tag Along Sale as such being paid to the Selling Stockholders in connection with such Tag Along Sale.

  • Each Electing Stockholder shall be entitled to sell all (and not less than all) of the shares of Common Stock held by such Electing Stockholder.

  • If the aggregate number of Offered Shares plus the Tag-along Shares of all Electing Stockholders is less than or equal to the Offer Number, then the Binding Agreement must provide for the purchase of all Offered Shares, and the Prospective Purchaser must, at the same time as or within fifteen (15) days after entering into a Binding Agreement with the Selling Stockholder, also enter into a Binding Agreement with each Electing Stockholder to purchase all of such Electing Stockholder’s Tag-along Shares.

  • Subject to the foregoing, the Selling Stockholders and each Electing Stockholder shall enter into any reasonable indemnification or contribution or other agreement reasonably requested by the Selling Stockholders to ensure compliance with this Section 3.1.3.

  • Notwithstanding the foregoing, each Stockholder may elect to pay in cash, in accordance with its respective Proportionate Interest, the portion of any such indemnification claim which is being satisfied, in whole or in part, by the Escrowed Shares (each, an "Electing Stockholder").

  • As per the guidance, there may be occasions when a policy or site which has a negative impact that cannot be removed or mitigated due to other considerations.

  • Neither the Selling Stockholder nor the Electing Stockholder shall enter into a binding purchase agreement with the Prospective Purchaser (a “Binding Agreement”) prior to the expiration of the 10-Day Notice Period.

  • The Selling Stockholder shall, upon receipt of the certificate or certificates for the Tag-along Shares to be sold by a Electing Stockholder pursuant to this Section 11(g), pay the aggregate purchase price therefor and the amount of reimbursable fees and expenses, as specified in Section 11(g)(i), in cash or by other means acceptable to the Electing Stockholder.

  • The Selling Stockholder also shall reimburse each Electing Stockholder for any and all fees and expenses, including legal fees and expenses, incurred pursuant to the exercise or the attempted exercise of the Electing Stockholder’s rights under this Section 11.


More Definitions of Electing Stockholder

Electing Stockholder has the meaning set forth in Section 1.5(a).
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Electing Stockholder has the meaning set forth in Section 2.2(b)(ii).
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Electing Stockholder means a Holder of an Allowed Class 14 Equity Interest who makes the Stock Purchase Election.
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Electing Stockholder has the meaning set forth in Section 4.04(b).
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Related to Electing Stockholder

  • 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.

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

  • 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.

  • 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.

  • Major Stockholder means any such Person.

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

  • Majority Stockholder means, collectively or individually as the context requires, TPG Capital, L.P., Apollo Global Management, LLC and/or their respective affiliates.

  • Eligible Shareholder means an existing or new investor of the Company that is eligible at the ACD’s discretion to invest in the Class X Shares upon entering into an agreement with the ACD and fulfilling the eligibility conditions set by the ACD from time to time.

  • 10% Shareholder means a person who owns, directly or indirectly, stock possessing more than 10% of the total combined voting power of all classes of stock of the Company or any Parent or Subsidiary of the Company. Indirect ownership of stock shall be determined in accordance with Code Section 424(d).

  • 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.

  • Company Stockholder means the holder of either a share of Company Common Stock or a share of Company Preferred Stock.

  • Company Shareholder means a holder of one or more Company Shares;

  • Existing Stockholders means the WCAS Securityholders and their Affiliates.

  • Major Stockholders means those stockholders owning more than ten percent (10%) of the voting stock of any

  • Controlling Shareholder means any shareholder owning more than fifty

  • Existing Shareholder means any Person that is a holder of Ordinary Shares as of December 8, 2017.

  • Transferring Shareholder has the meaning set out in Section 6.1;

  • Class B Stockholder means (i) the registered holder of a share of Class B Common Stock at the Effective Time and (ii) the initial registered holder of any shares of Class B Common Stock that are originally issued by the Corporation after the Effective Time.

  • Dissenting Stockholder has the meaning set forth in Section 2.7.

  • Stockholder Group means the Stockholder and each Person (other than any member of the Company Group) that is an Affiliate of the Stockholder.

  • Management Stockholder shall have the meaning set forth in the introductory paragraph.

  • Soliciting Shareholder means, with respect to any Special Meeting demanded by a shareholder or shareholders, any of the following Persons:

  • Preferred Shareholder means any holder of the Preferred Shares.

  • Significant Stockholder means Allied Irish Banks, p.l.c., a limited liability company incorporated under the laws of Ireland having its registered office at Bankcentre, Ballsbridge, Dublin 4, Ireland, and any successor thereto.

  • Majority Shareholder means a holder of more than fifty percent (50%) of the outstanding stock of the Company, or if no person holds more than fifty percent (50%) of the outstanding stock of the Company, the holder of a plurality of the outstanding stock of the Company.

  • Other Shareholders means persons who, by virtue of agreements with the Company other than this Agreement, are entitled to include their securities in certain registrations hereunder.